Family To The End
by HandAssassinSpider-man
Summary: Peter promised himself that he wouldn't get involved in the war between Tony and Carol but when a vision of Miles is shown killing Captain America, Peter realizes that sometimes promises have to be broken. Now he must fight to protect his friend, his family against not just Carol and SHIELD but forces lurking in the shadows that will see the end of everything he loves and cares for
1. Chapter 1

So I've gone back and read just about every comic associated to Marvel's whole Civil War 2 thing and like many others I'm sure I have to say…could have been better.

This will be an AU take on that event in that Peter Parker never got involved in this conflict in the first place, he decided to wisely, stay out of it since the last time there was a big superhero battle like this aka the first Civil War and to some extent the conflict between the Avengers and the X-men, he realized that the bad guys aren't gonna sit by and watch, I mean they will but they'll also use this time to make their move either for power, money or just to cause destruction in general plus does anyone really win these things?

This stars after Thor whose Jane Foster at the moment takes Miles home, after she leaves he heads over to Peter's office which is now in the Baxter building, the New York headquarters for Parker Industries and for the next few hours tells Peter what's going on and what happened and the vision of him apparently killing Rogers

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used in this story

* * *

Peter held in a sigh as he stared out at the illuminated city of New York, his home, the city he's taken to defending with his very life, even giving it on a few occasions to keep it safe. And not just the good old Big Apple but the world at large…which sadly seemed to be slipping further and further down the road of no return every day

Peter ran a hand through his hair in both annoyance and exhaustion "Have to say, this is not how I thought being a superhero would be, I swear I spend more time fighting other heroes than the actual bad guys now a days…"

He looked over his shoulder to see Miles, curled up on his chair sleeping, Peter couldn't blame the kid. After all he was just shown to be Captain freakin America's future killer and was nearly arrested by Captain Marvel because of it. Peter then turned his gaze back out towards the city with a frown

He knew Carol was going to come for Miles that was certain. She won't let this 'possible future', which Peter has discovered has like at best a ten percent probability of happening, come to past and Peter knows she'll be bring not just Alpha Flight with her, but the Guardians of the Galaxy, what few members of the Ulitmates are still with her, most of which are the real big guns, Ororo and her X-men team and well anybody else that thinks Miles should be locked up and punished for something that Peter knows to his very core would never happen in the first place

"Hell for all we know that's not even Miles under that mask" Peter said more to himself as he began to pace "I mean it's not like us Spiders have a nasty habit of being impersonated by sociopaths in the past"

The events of Ocks run as the Superior Spider-man were still fresh in his mind and even then, it wasn't the first time a criminal has used either his or another Spider's name to ruin everything. The Skrull Queen did the same with poor Jessica just a few years ago…

He then sat on the edge of his desk and casted a brief glance at Miles, watching the kid sleep...which now he realized was probably kind of weird and maybe even creepy. He quickly shook his head and resumed pacing when he heard someone enter his office

Miguel O'Hara, the Spider-man from the year 2099 and one of the very few people, like counted on both hands and maybe one foot, that Peter can genuinely count on when all else fails to have his back to the bitter end and then some

"Hey…I uh heard what happened earlier today" Miguel said as he casted a brief glance at Miles "How's he holding up?"

"Confused…scared out of his mind…wondering if he really will kill Rodgers" Peter said as he rubbed the back of his head "Christ when I was his age all I worried about was wheatear I'll get my butt handed to me by Flash again or worse try to talk to a girl and embarrass myself"

Miguel snorted at that "Don't hear that in the museums and biographies they have about you in my time"

"Well lucky you Miguel, you get to know something about me that few others do" Peter said with a chuckle before his face sobered "…She'll come for him. Not now but she will…I give it till morning and then she and SHIELD will be rolling on in here to get him"

"Why?" Miguel asked with a frown "What does she hope to gain from this? Arresting a kid- no wait 'protecting' a kid that's not even old enough to have a learners permit and locking him away like he's Carnage or something?"

"…Because of M-Day…" Peter said with a faraway look in his eye

"What?" Miguel said with confusion "What does that have to do with anything?"

"In the reality that Wanda made where Mutants were the dominant species and humanity was…not so much…Carol in that world was the most popular and most famous hero on earth" Peter said as he pushed away his own memories of that reality, where Gwen was alive and they have a kid, right now that was far from important

"Anyways up until then Carol was in a lot of circles considered a B list hero at best unlike Mar-Vel. After experiencing that sort of fame and recognition, the likes which Rogers, Thor, Stark, me, Banner and several others have in this world, she wanted that. She craved that kind of standing and approval, so she began to push herself to be seen in the same light as some of the heroes here. Taking risks, hiring an agent to get her out there, trying to prove that she was every bit as good as we were if not better…" Peter said as he let out a tired sigh and rubbed his face

"Still despite her moments of stardom she's still to this day considered a B list hero, hell I sometimes see her as that despite what she can do and what she's pulled off and up until now she was becoming more irrelevant by the day" Peter said with a shrug "It's harsh but in a way true"

"How was she becoming irrelevant?" Miguel asked with a frown

"Well up until now she was made head of SWORD and Alpha Flight and while that sounds cool in reality it really isn't. I mean all she was doing up there was watching other worlds, waiting for something or someone to attack us and really how often does that really happen now a days? Seems like it's all hero vs hero, heroes going bad and villains going good or something, which admittedly the last one not being so bad in the grand scheme of things" Peter said the last part with a dry laugh

"Hmm so she was made head of a group that see's less action which she couldn't stand?" Miguel guessed as he was starting to see what Peter meant

"Right you are" Peter said with a nod "Also do you know how many people even know about SWORD or what it can do? It's like the K-mart version of SHEILD, sure they sound cool and have nicer things since they scavenge of Alien tech more often but when's the last time you heard SWORD save the day or prevent an Alien invasion?"

"Not like in years but in their defense, some of those were covered up to keep the public from panicking" Miguel pointed out

"I know but here's the kicker…they don't get any recognition at all half the time and Carol, someone who craved that is now head of an organization that nine times out of ten won't get any. Hell they'll be lucky to be even mentioned in a news report" Peter said with a grim chuckle "It's tragic…really it is and you can't really blame her for wanting to be acknowledged as a hero, to be seen in the same light as Captain America, that kind of approval from her peers, I mean who wouldn't? I do, won't lie and I secretly hope to live to see it one day which with my luck I probably won't…"

The two stood there in silence for several minutes before Peter let out a light growl of anger

"…But if she were to prevent Captain America's death, and the deaths of others with that Ulysses guy's 'visions' then well she'd finally get the fame and recognition she's wanted all these years" Peter said as he saw that it was beginning to rain outside "…She's willing to throw a kid in jail for something he might do, just so she can relive her fantasy of being the most popular hero on earth again…"

"So what are you gonna do, join Stark's side?" Miguel asked as he scratched the back of his head "Cause honestly I don't really think he's really on board with what his side is fighting for, I mean I'm sure he is but that's probably like thirty percent why he's fighting Carol now"

"What do you mean?" Peter asked with a curious expression

"Well it's just…can you ever imagine Stark accepting the authority of someone else? I mean if he decides to accept these visions that Ulysses has then that would mean he's falling something else, someone else that's not him" Miguel explained as he folded his arms across his chest "He's not going against Carol, in my eyes at least, just because he thinks that her side is wrong by profiling people and arresting them for crimes they may commit or something…he's also going against it because his ego won't accept it. Hell, he had no problem in the last war telling others to accept his authority"

Peter mulled over what Miguel said and he couldn't really see any fault in the man's logic. When it did come down to it, Stark may have not gone against Carol because he didn't think her side was right, but because on some level he couldn't accept a 'B list hero' having any say over him

Him the great Tony freakin Stark…the Invincible Iron Man…taking orders from Carol Danvers of all people… yeaaaah that won't go over well under any circumstance

"So Stark's out but to be honest I was never going to side with him anyway" Peter said as he cupped his chin in thought "Never really forgave him for trying to steal my protégé whose now drooling on my seat at the moment or the shots he took at my company's tech, it's inventions…even if it's technically Otto's to some extent…or at my and Miles's equipment!"

"Arrogant asshole" Miguel said with a snort

Peter laughed quietly at this before he and Miguel's attention was drawn to Miles's shifting form before it resettled and the boy resumed sleeping. Peter's face softened at the sight of him curled up in his seat, really hitting home just how small he was, granted Peter was no goliath when he first started out but he was fifteen at the time, Miles here was barely fourteen and he was still a few inches shorter than the Queen's born billionaire when he was that age

Peter slowly walked over and placed his jacket on the kid like a blanket, he held in a chuckle as he watched Miles snuggle into the warm fabric before he stood up and looked out towards the city of New York as his mind wandered

' _Carol's lost a few people on her side today, but that won't stop her. She's still coming for Miles and hell maybe even Stark will too for some weird reason…'_ Peter thought as he glanced back down at Miles with a determined expression on his face

' _I failed a lot of people in my life Miles…my Uncle Ben…Gwen…Jean DeWolff…Ben Reily…the first Madam Webb…Frankie and far too many people to count in my long years as Spider-man. But I'm not going to fail you too, I don't care what they throw at me, I don't care how long I have to fight or who, but if they want to take you for something you might do which I know you never would…'_

Peter then turned to glare out towards the city with narrowed eyes and quietly whispered "…Then they're going to have to go through me first!"

Miles Morales was a part of his family, and he'll be damned before he loses anymore of it

…

* * *

And done

Next chapter, Peter prepares to go to war…


	2. Chapter 2

Answers to reviewers questions or statements:

 **treyalexander63917** : Each side does have it's points I'll admit like the last Civil War, the issue is none for some reason never stop and try to meet the other halfway, it's either with them or against them. But personally I think I'd side more with Stark this time around, mainly because those visions of Ulysses aren't set in stone and that their possible futures, not the future.

 **DannyPhantom619** : It's something even HYDRA Rogers has pointed out in the comics lately in that a lot of heroes seem more concerned fighting each other or making themselves better than actually saving people, he makes some real good points in the Civil war 2: The Oath, give it a look when you can.

 **superspiderfan** : Yeah Peter for the most part will be on his own side and as for a harem, so far I have no plans for there to be one, might change but right now it's more focused on Peter having to protect Miles from Carol's side

 **Superior Tennyson** : Thank you and uh happy to help

 **Spider-Ninja117** : So far I have no real plans for a harem in this story, granted the story itself won't be that long compared to some of my others but I will have a few woman pop up.

 **marveldcfan** : Possibly, I have enjoyed him being Iron Man so far and I can see him being sympathetic to Peter's cause more so then to Tony's

 **Guest** : Oh yeah, Carol and Maria's side and the world are about to see why one doesn't threaten Peter's family and think they'll get off scott free.

 **justafan** : Cap is likely going to find a way to use this situation to his advantage, after all it's been revealed in his com line that he more or less orchestrated and escalated the events in Civil War 2. Yeah Peter knows what it's like to be hated but the difference between Peter's hate and Carol's is one was caused by a Hitler mustache wearing news paper editor, the other is because she had people arrested, some of which who were innocent like the woman that supposedly was going to bomb a back for HYDRA or something but was revealed to have absolutely no connections to them in any shape or form at all, and tried to have Miles locked up with the weak defense of it's for his own safety

 **Guest** : Maybe…

 **Stumbo Uzumaki** : I've found it kind of odd that the two have yet to really interact in the comics yet, I mean they do and have but not nearly as much as they should, at least from what I've seen so far, this story will be exploring Peter and Miles' mentor student/family relationship along with the other spider themed heroes and close friends of Peter

 **Rider Paladin** : I did find it odd that Miles never went to Peter for advice and help, I mean the guy is supposed to be like his mentor but then Marvel wouldn't have gotten that big fight between Carol and Tony where he ended up like on the verge of death.

 **Redrangerlegacy** : Ulysses powers work in that his brain automatically absorbs all the data and energies from all over the world and through some sort of mental algorithm thing generates the visions of a possible future with a probability percentage of ten percent and Carol knows this, Tony told her and revealed it to others but to Carol ten percent is good enough, there are other factors that can affect his visions and some may only come true by acting out to prevent them from happening

 **Guest** : Not sure if there's going to be a harem, I might add one and as for Peter's side having any villains on it, I have one in mind

 **superpeirce** : I'm aware but a good portion of this conflict was escalated because of Stark's ego, Carol's ego, their grief and anger over Rhodes death at the hands of Thanos, She Hulk being left in a near death like state from the same fight and well Captain HYDRA manipulating things behind the scenes. In fact, had Rhodes not died because of one of Ulysses visions Tony may have been on board with it until he finds out that theirs like a ten percent probability of it happening and when 'crimes' and disasters their stopping was either never gonna happen in the first place or they did because they tried to stop it. And you are right that Carol wanted to bring order to the world with his visions regardless of how likely they are so long as it in her mind saves lives which would make her a hero all over the world and finally earn her the recognition she's been craving, she's starting to finally get that in her Mighty Captain Marvel comics line which takes place after the war

 **Chaos Sorcerer** : Yeah some things will be different, for one the Civil war is going to go on a bit longer since by the time the vision of Miles killing Rogers was shown, it was in it's final stretches. After that it was simply him showing up on the steps of the Capital building, followed shortly by Rogers then Carol and Tony show up, fight and Tony losses, like badly. As for him getting involved in the Inhuman X-men conflict, maybe

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used

* * *

" _You're crazy you know that, right?"_ the voice of Bobbi Morse aka Mockingbird echoed through Peter's com link as he made his way down to his personal armory, he sent Miguel out to get a few things in order earlier and tripled the defenses in his office before leaving

"How so?" Peter asked with a chuckle

" _Well for one I've been listening in on Carol's side and SHEILD that Fury may or may not have allowed and they know you have Miles. Don't ask me how they found out how, but they're currently deciding on how to best convince you to hand him over, for his protection of course to ensure that him killing Rogers doesn't come to past, rather than fight you"_ Bobbi stated with a unseen frown

"Let me guess, Maria thinks that I won't listen to what Carol has to say and she just wants to roll on in with the combined might of SHIELD, The Ultimates, The Guardians of the Galaxy and Alpha Flight and take Miles while Carol thinks I can be reasoned with still?" Peter said dryly as he came up on the entrance to his armory and began to input his password

" _Pretty much…"_

"Well hate to say it, but Maria's right in this regard" Peter said as he entered his armory and examined the numerous suits, armor designs and vehicles he's taken to using since his return from…well I guess the sort of afterlife Ock left him in "What about you?"

" _What about me Peter?"_ Bobbie asked with confusion

"Look I know you work for SHIELD and more often then not you'll side with them, especially since they sign your paychecks…so I have to ask, are you going to side with them in this or me?" Peter asked with a blank expression as he stared at his new suit that he's been working on these past few weeks

It looked and acted similar to the armor he used to face down Ock with Widow and Silver but with a few very nifty upgrades he's been secretly hoping to try out, one of which will come in real handy for **when** things go south

' _Just wish it was under better circumstances…'_ Peter thought a little sadly as he waited for Bobbi's answer

" _Peter…I'm not going to lock up or support locking up a kid for something he might do, hell Carol's side just imprisoned a woman with no ties to HYDRA at all and she was still planning to keep her locked up and looking for something that's not or ever was there if it meant proving that Inhuman's vision was right…"_

"So are you saying…" Peter trailed off as he began to reach for his suit and begin to settle it over his current spider suit

" _I'm saying I have your back in this Peter…"_

Peter smiled at this "Thanks Bobbi…"

" _Heh what kind of future girlfriend would I be if I sided against you in this?"_ the blonde super solider joked

"Future girlfriend?" Peter said with a bemused expression

" _Like I haven't seen you checking me out and how I always seem to end up on your team…usually alone. Plus, those wings you gave me, the specialized webware and a host of other goodies that I know SHIELD hasn't or will get…"_ Bobbi teased

"That obvious huh?" Peter said sheepishly

" _No…but when one dates and marries a guy that boasts about seeing things others don't, tends to rub off on ya. Plus, your Aunt May has been dropping some hints that I should give you a shot and I'm willing to admit I'm curious where this could go"_

Peter laughed at this before he quieted down and strapped the last piece of his suit on sans the helmet when his com link started to go off "The hell?"

Bobbi sounded equally confused " _Who's that?"_

"Not sure…I'll switch you over so you can hear them, but they can't hear you" Peter said as he prepared to answer whoever was calling "Hope it's not an old girlfriend…really dnt need that sort of drama now"

" _If it turns into some sort of phone sex, just letting you know now I may hang up on your ass and kick it when I get there"_ Bobbi said with an unseen smirk

"Well in that case I'll squeeze my but whooping from you in after my meeting with my investors next Tuesday" Peter said before answering the call "Uh yellow you've reached Peter Parker, genius billionaire philanthropist, who may I ask is ca-"

" _Peter…it's Kitty"_ the fiancé of Peter Quill and former member of the X-men spoke in a hushed tone

"Kitty?" Peter said with obvious shock

" _Didn't you guys used to date in college or something?"_ Bobbi asked with hints of confusion and slight annoyance

"Kitty why are you calling me?" Peter asked with a frown "If you your calling to convince me to hand over little awesome Spider-man 2.0, that ain't gonna happen…like ever. Hell Wolverine, the old one not Laura though maybe her in the future cause you know she's his female clone which means she likely has similar likes, will have to swear off booze and become a pacifist long before I even entertain the idea of tossing him to the wolves"

" _No of course not, I'm calling to tell you that no matter what will happen, Maria will be taking him regardless if you agree or not"_ Kitty revealed followed by some shuffling as she moved somewhere else where she won't be heard _"While Carol and Maria are talking to you, they're going to have several SHIELD agents and some of Carol's people, me and the Guardians specifically, try to take him behind your back"_

" _Of course she would…typical Hill"_ Bobbi said with annoyance _"Christ how is that woman still in charge after all these years? Even Fury wasn't that big of an asshole as she is!"_

"Uh Kitty not that I mind you going all double agent for me, seriously it's kind of nice to know I still have friends like that in this day and age, especially now…but why are you doing this?" Peter asked with interest

"… _Because Peter, me and the Guardians joined Carol's side in the first place because she's our friend and we supported her…"_

"…But?" Peter probed

" _But I'm not going to help her lock up a kid, a good kid for something that might not even happen. I know you Pete, I know that you wouldn't have let him be Spider-man, taken him under your wing and trained him, mentored him and advised him unless he was every bit as good as you are if not better"_ Kitty said with a tired sigh _"And honestly Pete…I've seen enough kids' lives, mutant, human, Inhuman and alien destroyed by people with authority that think they're always right and will do anything to prove it"_

"Thank you Kitty…I know this can't be easy for you-"

" _Actually, it wasn't hard…doing the right thing I mean, at least I hope this is that…"_ Kitty said with a chuckle _"What was hard was getting in contact with you in the first place, even with our alien gizmos it took me ten minutes to finally get this call through"_

Peter laughed at this before he heard Bobbi clear her throat and realized he had to make things quick "Look Kitty, if you need anything, you obviously know how to get in touch with me…so don't be a stranger"

" _I know…and Peter…good luck"_ Kitty said before she ended the call

" _I don't know why but my jealousy is really acting up for some weird reason"_ the liaison between SHIELD and Parker Industries said in a joking manner which caused both her and Peter to laugh before they quieted down

After several moments of silence passed Peter spoke in a thoughtful tone "Hey Bobbi, where are you right now?"

" _On a Heli Carrier and about to leave and come to you why?"_ she questioned before she giggled a little " _You want me to describe what I'm wearing to you?"_

"Uh as nice as that would be, I uh need you to actually head down to their armory before you leave and get something" Peter said as he held up his helmet and stared into he opaque lenses, staring at his own face "If what Kitty said was right, and I'm willing to bet every last penny that my company has made this quarter that she is, then we have a few hours at best before Carol and a small army of heroes rolls on in on my doorstep"

" _What do you need?"_

At this Peter smirked as he slipped his helmet on "Well they want Spider-man, right?"

" _Yeah…"_ Bobbi said, not seeing where Peter was going with this

"Then let's give them one…"

…

It was half an hour later that Peter made his way back into his office and saw that Miles was awake "Hey kid, enjoy your nap on my very comfy chair?"

"What-oh…yeah thanks" Miles said as he fiddled with his thumbs

Peter chuckled "Your welcome…"

"Hey boss?"

"Hmm?"

"…D-Do you think…that I could do that? Kill Captain America I mean?" Miles said as he glanced out the window

"Honestly Miles…no" Peter said in a reassuring tone as he patted the younger spider themed hero on the shoulder "Sides, unless you gain super speed on par with Quicksilver or cosmic powers to rival Galactus or something I don't see you beating the good old Captain Rogers anytime soon…not unless lady luck is putting every ounce of her power into you"

Miles chuckled dryly at that, he knew Peter was just trying to make light of a very uneasy situation, hell it's what he's been trying to do and failing "Thanks for the vote of confidence boss…so glad to know that I need to gain one hell of a power up to stand a chance against him"

"It's what I do" Peter said with a grin before he made his way to his desk and began to type in a series of commands on his holographic key board "Besides Miles, for all we know it's not even you under that mask in the vision"

"What do you mean?" Miles asked with confusion

Peter shrugged at this "Oh you know, it could be a Skrull, some evil clone we don't know about you having or an alternate evil version of you, hell the same could be said for the Captain America in that vision"

Miles laughed at this "An evil Captain America…is that even possible?"

"Maybe" Peter said with a snort before he finished typing in his commands and shut down his computer and gestured for Miles to follow him "Come on kid, we only have a few hours before Maria, Carol and half the superhero community and maybe Stark's side shows up…"

"I'm sorry…for dragging you into this. I just-…I didn't know where else to go to" Miles said sadly

"Don't sweat it kid, chances are I would have gotten dragged into this crap sooner or later anyhow…honestly I'm surprised it took this long for it to happen given my luck but hey what can ya do" Peter said as he pulled Miles into a one-armed hug and patted the boy on the back "And while we're on the subject of being dragged into things, I'm going to drag you into a machine I have down in my private lab real quick"

"Why?" Miles said before he gave Peter a narrowed gaze "Really hope it's not a power upgrade, I really don't feel like increasing the likely hood of that vision"

"Pfft please, if anyone's getting any sort of upgrade to their powers here it should be me" Peter said with a scoff "I mean really, you have venom blasts and camouflage, Jess can fly at least I think she still can and has venom blasts of her own and Miguel has those fangs of his and these retractable talons and what do I have?"

"An international company?" Miles said with a scratch of his head

"…Well yes but that's not really a super power, more of a resource like your suit or web shooters which are waaaaay cooler than Stark's ever were!" Peter said as he and Miles entered an elevator and it began to descend

"Well they did have Bluetooth" Miles admitted

At this Peter's shoulders slumped "That's what won you over? Bluetooth?"

Mile's response was a simple shrug "What can I say, I like to listen to music as I swing"

"…I'm retracting your rights to get the new Webware 2.0 two weeks before it comes out next quarter, assuming my company is even still around by then"

"Awww man!"

…

* * *

And done

Next chapter Peter's met with the arrival of Carol and her forces…


	3. Chapter 3

Answers to reviewers' questions or statements:

 **treyalexander63917** : They sort of dated, but it wasn't for long before they decided to remain close friends, but they may have hooked up once or twice afterwards over the years if nothing else because they were lonely and sought out some form of comfort from each other

 **superspiderfan** : In a way yes, but he'll be more focused on keeping Miles safe from Carol and soon be dealing with 'other' things

 **marveldcfan** : Maybe…we'll see

 **Spider-Ninja0117** : I might, would have to be altered a little but it could be done

 **Rider Paladin** : Yeah HYDRA Cap won't be sitting on the side lines in this story and will see the intro of Peter's side as something to consider. As for Peter being able to sense Cap's hidden nature, well I think Cap's aware of this possibility and is purposely keeping his distance or maybe Peter's new Spider-sense, he lost it back in Big Time and didn't get it back until Spider-Island and who's to say it works the same anymore?

 **Harbinger of Kaos** : I may bring in Silver in this, would give Peter another well-funded, capable and all around badass ally for this.

 **Chaos sorcerer** : No Peter won't be getting some sort of power boost this time around, he's going to have to rely on his wits, his banter and some of the people he's befriended over the years, the Spider clan in particular plus his now billions of dollars ranked in from Parker Industries. Not a real fan of Amadeus Cho as Hulk because really it doesn't make that much sense, Skarr would have been a far better choice, plus he's half alien that's ethnic diverse enough for me. As for Carol still having feelings for Spidey at this point I don't think so and even then it's not like trying to arrest Miles will help her earn any good standing with him.

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used

* * *

"Wow…that's…that's a lot of fire power" Peter said wide eyed as he stood on the roof of the Baxter building and saw a SHEILD Heli Carrier, one of the newer models that looked more like a cross between a destroyer and a battleship with all the heavy artillery guns on it, over two dozen heavy Quinn Jets and over sixty jetpack equipped SHIELD agents all armed with heavy caliber weapons or energy blasters of some sort approaching the Baxter building along with Carol, Blue Marvel, the Human Torch, Ororo, Jean and Spectrum…

"…Meh not the worse odds I've faced but I think I can still come out on top…hopefully…ah who am I kidding, I'm so screwed" Peter said as he ran one final check of his armor's systems and his buildings and took several steps forward before stopping and watched as Carol and her little group land several meters in front of him

The six heroes stared at Peter for several long moments before Carol took a step forward "Pet-"

"It's Spider-man Ms. Danvers, only my friends get to call me that and so far, you haven't been very friendly to me and a few others I'm very good friends with" Peter said in a cool tone as he eyed the half Kree woman before nodding behind her towards the large strike force taking aim at him "So mind telling me why you brought what looks like a fifth of SHIELD with you to my office and your little minions?"

It was then Johnny, the Human Torch and a man who was one of Peter's closest friends, stepped forward with a look that seemed to be a mixture of sadness, reluctance and shame "Look Peter, I know this looks bad but-"

"Johnny for the sake of our friendship…just please don't" Peter said with a tired sigh before turning back to Carol "I know why you're here and I'm afraid I can't hand him over…mainly because he hasn't done anything wrong"

"He's going to kill Captain America" Carol said with a calm tone as she took several steps closer to Peter "Look I know you want to keep him safe, so do I. Which is why I simply want to-"

"You want to lock him up! For something he hasn't and won't do" Peter snapped

Carol frowned at the tone he used "Yet…what he hasn't done yet, which is why-"

Once more Peter interrupted her which was starting to be pretty fun if he does say so himself, seriously why didn't he start sooner?

"Which is why Ms. Danvers, you're going to take your small army of SHEILD agents, your friends here and you're going to leave…"

"We will after you hand over Spider-man…Miles" Carol said as she rubbed her head "Look I know you want to keep him safe, I get it! He's your protégé and you feel some sense of responsibility to him but Ulysses showed that he'll end up kil-"

"I'm going to stop you right there Carol" Peter said as he held up his hand "First of all, Ulysses' visions have a ten percent chance of being right, you can thank Stark for forwarding me that little info a while back so excuse me for not taking what he says as the absolute truth. Second of all and no disrespect to Miles in any way but what universe could he take on Steve Rogers of all people and win? I mean if the Cap was like brain dead yeah but even then, I'm willing to still place my money on Cap to somehow win and the kid agrees with me!"

The two stared each other down, both unmoving in their stances until Carol took a deep breath and exhaled "Okay look if you would just-"

"No you look Carol!" Peter said as he was suddenly in her face, his glowing lenses glairing into her very being "I'm not going to hand him over, I'm not going to let you take him and I'm sure as hell not going to stand here and hear you justify why locking him away would be in anyone's best interest and you wanna know why?"

Carol narrowed her eyes at the man "Why?"

"Because…Miles is my family…and I'll do anything, go to any lengths to protect my family Carol. So yeah you can fight me and try and take him but I just want to make one thing very, very clear to you before you even try…you so much as place a single finger on him and you and all of your friends will see just how truly 'unfriendly' I really can be!" Peter gritted out the last part with a growl that actually caused the woman and the other heroes to tense for a brief moment

' _Damn…'_ Johnny thought as he stared at Peter staring down Captain Marvel of all people like she was another thug instead of one of the most powerful heroes on earth _'…Forgot just how scary Peter can get when pushed too far…'_

While Peter wasn't the strongest, most powerful or deadliest hero out there, he sure as hell was one of the smartest, most determined and unyielding in his beliefs and convictions, and that's what made him someone that even Johnny knew Reed would never want to pick a fight with if he could help it, well that and because Sue as a soft spot for the little Queens born nerd, same with the kids

He then casted a brief look behind him towards the SHIELD strike force ' _We're gonna need a lot more people then this…'_

Carol continued to hold his gaze for several moments before she nodded and relaxed her posture "…Fine you win…we'll go"

"Carol?" Blue Marvel said with a look of surprise on his face, an expression that was mirrored on the others as well

"It's okay Adam" Carol gave thee man a reassuring nod "We'll come back when everyone's calmed down. I told Maria bringing in all this fire power will make him unreasonable"

She then turned back towards Peter with a questioning look "If I have my people pull back and return later, just me and no one else, will you be willing to at least hear me out instead of blowing me off?"

Peter held her gaze for a moment before he gave a stiff nod "…Fine"

"Thank you" Carol said with a relieved sigh before she and the rest of her allies began to rise into the air

Johnny casted Peter an odd look before he followed after them back towards the Heli Carrier

Peter had to hold in a chuckle when the commander of Alpha Flight didn't make it even ten meters before she stopped dead in mid air

"WHAT!?" she shouted into her ear piece

' _Well…here we go'_ Peter thought as Carol was suddenly in his face with a glare on her face _'The S.S Point of no return has just set sail…and their ain't no going back'_

…

Several moments earlier…

Peter's office was now all but destroyed, the desk was in splinters, the windows cracked along with the walls, ceilings and floor. The team that was sent to retrieve Miles consisted of Peter Quill, his fiancé Kitty who was now going by Star Lord, Rocket, Eddie Brock now known as Venom, seven SHIELD agents handpicked by Maria herself and Puck. They had found Miles sleeping and were about to move until he suddenly awoke and began to fight them with a surprising amount of skill but after several minutes he was finally taken down by the combined might of both Venom who now remained on guard for the kids venom blasts and Quill who blasted the boy with a powerful electric shock

"Well that was fun" Rocket said as he tore some webbing off his tail and shot the restrained form of Miles, courtesy of Venom, a mild glare of annoyance "Have to admit kid, you put up one hell of a fight. Seriously never knew you had it in ya"

Miles didn't respond as he kept his head hung causing Rocket to snort "Going for the silent treatment huh? Fine…I guess I can respect that. Not really into bragging unlike your boss eh?"

Again, Miles remained silent and strangely unmoving

"Hmm seems a lot quieter then I remember. I mean he's not as talkative as the other Spider-man but the whole fight he didn't say anything" Quill said as he kneeled down next to Miles to make sure the kid was alright, he wasn't that much of an ass even if the kid was apparently supposed to kill Steve Rogers of all people

"When your shown to be Captain America's killer I'm sure anybody wouldn't be up for talking much" Kitty said as she leaned against the wall with an unreadable expression

"Heh yeah, oh and thanks for not helping at all the whole fight, really appreciated it" Rocket said with a gruff as he holstered his energy rifle "Oh and telling him to duck and watch out on a few occasions, make the fight even longer then it had to be! You sure your on our side here Kitty?"

Kitty's response was to turn her back to the little gun wielding raccoon and make her way to the door with her arms folded across her chest

Quill shot Rocket a glare and made to follow after Kitty as one of the agents alerted Carol and Maria that they captured Miles when suddenly sparks began to dance across the young spider's body

"What the hell?" Quill said in surprise

"What's wrong with the kid?" Puck asked with a frown before looking towards Quill "The hell you hit him with?"

"It's not me…" Quill said with worry "Venom, let him go!"

Brock removed his webbing from the restrained kid as Quill kneeled down to remove his mask to make sure the kid was alright; the sparks were starting to build around his face and Quill feared that his attack earleir may have caused some sort of problem with the electronic systems in the kid's suit

' _Come to think of it, I don't remember hearing this guy having a suit like that'_ Quill thought as he removed the mask to see-

An old Life Model Decoy with several dents in it from when 'Miles' was hit earlier in the face by either Venom or Puck

"Dammit!" Quill said with a sigh

"Hmm Spider's smarter than I thought, he knew we'd come for the kid and gave us a decoy to screw around with while he's probably giving Carol the business" Rocket said with a snort

"I wondered why he didn't use those venom blasts on me like last time" Venom said as he glanced at the fake Miles "Heh, have to admit it was pretty cool. Spidey giving us the run around, heh classic"

"Well this is just fantastic…this day just got a whole lot harder than I was hoping for…" Puck said with a sigh as he contacted Carol "Hey Carol, forget what I said about having Spider kid, turns out we have a LMD"

Puck held back a wince as Carol's voice shouted through the com link " _WHAT?!"_

…

Now…

"Where. Is. He?" Carol gritted out in anger

Peter as always had to be smart "Where's who? Waldo? Think I saw him over by the McDonalds down the block"

Carol gritted her teeth before casting a look at Jean "Find out where he's hiding him"

Peter casted Jean a brief glance as she narrowed her eyes at him and tried to mentally scan his head for info on Miles

' _Sorry Jean, but so long as I have this helmet on, you ain't getting inside…never thought I'd say or think this but, thank you Otto'_ Peter thought as he saw Jean frown

"I can't read his mind, something's blocking my telepathy" the young Jean Grey said as she ceased her efforts

"Wouldn't matter anyway" Peter said with a shrug "I had someone take Miles somewhere even I don't know, just in case. Couldn't tell ya even if I wanted"

Carol ran a hand through her hair before she looked behind her towards the others "Search the entire building, top to bottom. Every bathroom stall, air duct hell every snack machine!"

She then turned her enraged and annoyed gaze back on Peter "And you're under arrest"

"For what?" Peter asked with a snort as he watched the numerous SHIELD agents march past him along with Blue Marvel, Spectrum and Jean

Leaving just him, Carol, Johnny and Ororo to continue the rapidly deteriorating conversation.

"For obstruction of justice!" Carol said

"And how have I done that?" Peter asked with a quirked brow under his helmet

"For allowing a future killer to go free!" Carol said with anger

"Oh...well not the worst thing I've done all things considered. Hell wouldn't be the first time when you think about it" Peter said before Ororo finally spoke in a tone that he recognized as her 'Queen voice'

"Peter…this doesn't have to end in a fight" the current leader of the X-men said in a diplomatic and slightly pleading tone

It was then he received a call from Bobbi _"Countermeasures ready, waiting for your go Pete…"_

Peter meanwhile held the leader of the X-men's gaze for a moment longer before speaking in a resigned almost sad tone

"Sure it does…" he said before suddenly headbutting Carol away, sending the surprised woman back several feet as he aimed both his web shooters at Storm and Johnny "And I'm ready for it this time"

After that…all hell broke loose

…

* * *

And done

Next chapter Spider-man vs Captain Marvel, Storm and the Human Torch while Bobbi and the security measures of the Baxter building face down Blue Marvel, most of the Guardians of the Galaxy and SHEILD


	4. Chapter 4

Answers to reviewers questions or statements:

 **Mythfan** : Something like that will be happening

 **treyalexander63917** : Yes Miles friends will be showing up soon to try and help Miles and as for Silk and Jessica, yes. The Web warriors on the other hand, might have them appear but they'll more of helping universes that lost a Spider-man during the Spider-Verse event

 **keyblade master cole** : Yeah this event really isn't doing Caro, any favors, even worse the decisions she's made and will make. Yes the other spiders will side with Peter and I actually have someone that will show up joining his side that'll really drive Carol up the wall. As for Widow, she might join Peter's side but stopping threats from happening, kinda of would place her more towards carol's side, we'll have to wait and see.

 **Chaos Sorcerer** : No Civil War II is basically Carol's turn to be one of the biggest douches in Marvel, got so bad even Jessica gave her the finger in it. Peter will get a few heavy hitters on his side and as for why Ulysses didn't pick up on Peter's side emerging, his visions come at random and they don't predict everything that'll happen but that doesn't mean there won't be a vision in regard to Peter joining this conflict. Yeah Blue Marvel out of everyone here is the largest threat, well Spectrum too but since Banner is dead, the O.G. Thor is unworthy and Sentry is dead he's the strongest guy on earth at the moment with only Hyperion really rivaling him

 **superspiderfan** : No, Peter's team won't be fighting Tony's team. Really no need especially since Rogers is on it, don't want to risk having that vision of Miles killing him come true. Nah Peter's team will be mostly made up of people he's close with and that I think would side with him in this, Punisher and Ghost Rider also would seem a bit too hardcore for Peter's liking

 **Redrangerlegacy** : Oh there will be a few people who will be telling both Carol and Maria that trying to start a war with Spider-man was not their best move, not their worse in this conflict but definitely not their best by far. Young Jean and the members of Ororo's X-men are working with Carol's side because of Magneto once again being an ass and attacking the Inhumans. There's more to it but that's part of the reason they ended up supporting Carol's side even though they were with the Inhumans, they won't at war quite yet. Plus Carol gave Ororo's team a heads up on Magneto's team dying in Dubai from the Terrigean mist cloud thing

 **cabrera1234** : Still deciding, the reason I'm hesitant for this story is because it won't be as long as some of the others I have, I'd say it'll be between the lengths of Web of Wondrous Meetings and Old Hero as they are at the moment

 **Guest** : It's an interesting idea, defiantly a first. Hell, he could have been bitten by some weird magical ancient sea scorpion or spider thing and still gain his powers or something. I'll give it some more thought

 **Rider Paladin** : While that might work and less powerful telepaths, Jean is as strong a they come, granted that might have given her some pause but considering she's gone into Old Man Logan's mind and seen some of the crap he's gone through, hate to say it but Peter might need to go through another few horrible tragedies to get her to consider leaving his mind alone. The AU is that Peter never got involved in this Civil War, meaning he never worked with Ulysses and Clayton Cole never quit Parker Industries, everything else up until then was the same as Marvel Canon, well except the whole Kitty and Peter thing, think that's strictly Ultimate Marvel at the moment.

 **marveldcfan** : Yes, I have

 **Suqu124** : Thank you and your welcome, here's hoping I can keep it up

Disclaimer: I don't own any Marvel characters seen, mentioned or used

* * *

Peter had to hold in a yelp as he narrowly avoided a lightning strike from Ororo as he vaulted over Carol's head and delivered a kick towards a flying Johnny, did he put more strength into the hit then he probably should?

"GAHHHH! Dude I think you just cracked a rib man!" Johnny yelled as he was sent flying across the roof

…Maybe he should have pulled back a little bit…

"Sorry Johnny but when you side with the people attacking my and to some extent your home, tend to take it a little personal. Consider this your eviction notice!" Peter said as he landed in a crouch and narrowly avoided another punch from Carol, the follow up kick to his side from the military trained energy absorbing hero, not so much

 **KRAKK!**

"ARGH!" Peter growled as he was sent soaring back and would have gone off the roof had he not shoot two web lines out and used them to slingshot back towards the half Kree hero and deliver a powerful left hook that snapped the blonde's head to the side and sent her skidding back

Peter was about to follow it up when his spider-sense went off again and ducked under a powerful bolt of lightning fired from a flying and unhappy looking Ororo. Peter narrowed his eyes at the woman and sent several web bullets at her while he zigged zagged across the roof with a series of flips and slides to avoid her lightning strikes

"Man it's like fighting Electro all over again, well if Electro was hot and had a normally more kind and understanding personality!" Peter said the last part with an annoyed look sent towards Ororo

"I told you we didn't have to fight, you chose this" Ororo said as she sent another blast towards Peter

"Eh that's fair" Peter said with a shrug as he leaped at Ororo and shot several web bullets at her before having his suit change up the setting on his web shooters to spray mood "Hey Ororo, you look a little cold up here. Let me fix that!"

He unleashed a large barrage of web fluid on the woman who tried to vaporize it only for some to get through and began to expand on her

"What?!" she gasped in surprise as the webbing began to cover most of her body and restrict her movement

"Like it?" Peter said as he landed and shot two web lines at the still floating woman "It's something I've been working on for a while. Web fluid that expands when exposed to air, I like to call it my new expand webs!"

"Laaaame!" Johnny said as he and Carol began to shoot a combination of fire and Photon blasts at the web head

"Your lame! Also wait until I tell Sue when she gets back that you wanted to lock up my protégé!" Peter said as he leaped over the edge of the building and shot a web line towards one of the hovering Quinn jets and began to swing up in an arch before releasing himself and landing on another's windshield

He gave the startled agents inside a wave before looking over his shoulder to see Carol gunning towards him at speeds he knew he couldn't dodge

' _So glad I've re-enforced this thing'_ Peter thought as Carol's fists made contact with his armored chest

 **KOOOOM!**

"AHHHH!" Peter shouted as he was sent flying off the hovering SHEILD craft

He prepared to shoot out a web line to swing back on when Carol suddenly appeared in front of him and kicked him into a neighboring building, causing Peter to let out a groan as he was sent through three floors until landing on a metal desk

"Okay oww…" he said as he sat up and shook his head "Really hope Bobbi is having an easier time then me…"

…

As it turns out, Bobbi was having a slightly easier time with the numerous SHEILD agents that were inside the Baxter building, a majority of them had fallen prey to some of the automated turrets that fired web nets that were tweaked to last longer and hold physically more powerful heroes or villains

The superhumans like members of the Ultimates and the Guardians of the Galaxy on the other hand…

Well they were a different matter entirely

"Dammit…" Bobbi muttered as she watched a screen that showed Blue Marvel tearing through some of the defenses that Parker had installed in the Baxter building

She quickly entered a series of commands on the holographic display before her and watched as the hallway that Adam was in began to fill with smoke, only it wasn't smoke but web fluid converted into a gas that was beginning to cling to the powerful man's body

Adam paused in his trek through the building and narrowed his eyes at the cloud he was in

"Hmm web fluid cloud designed to slow and entrap people while also sending subtle or in my case powerful electric shocks to try and numb ones nerves and render them unable to move…smart" Adam said as he glanced up at the camera that Bobbi was using to monitor the man before his body began to glow, burning the web fluid gathering on him and around him "But that ain't gonna work on me"

At this Bobbi smirked at the man "…Wasn't supposed to big guy, but it did keep you distracted for this to get to you"

Suddenly another figure emerged down the hall that Marvel was walking down, causing said man to stop in his tracks and tense at the sight before him.

It was a slightly bulkier version of Peter's first Spider-armor with a few other unique alternations made to it. The first being that it was automated and the second was the large glowing circle with small amounts of Neutronium in it

"…Oh hell" Adam said as the Spider-armor launched at him with the circle holding the Neutronium glowing brighter as it neared the 87-year-old hero.

The reason for Adam's unease about the machine was that as powerful as he was, his only real weakness that he's discovered is Neutronium, a ridiculously rare substance in the universe or any universe in the Multi-verse…the Negative Zone on the other hand…

You can find it by the truck load at least in quite a few places

"And to think I once told Peter that trying to rebuild Reed's Negative Zone projector was a waste of time and he should wait until the man came back…" Bobbi mused as she watched Adam struggle to face down the automated armor with a grin

A alarm began to go off forcing Bobbi to change her attention to Spectrum who was currently trapped in an old energy Opaque forcefield that Peter found in Reed's lab that he restarted with EMP turrets blasting her at full power in attempt to help keep her contained. For the most part they were succeeding but it looked like the Ultimates member was trying to overpower the field she was in and winning

"Hmm better change that…" Bobbi said as she typed in a few commands and held her hand out where another holographic screen appeared and typed in a few commands to it before closing it "Let's see you try that now with the energy absorbers on at full power"

It was something that Peter, Valeria and Reed worked on back when there was still a Future Foundation. While the machines could only ever absorb a certain amount of energy, roughly the equivalent of sixty nuclear bombs and even then, only in sequences, that combined with the force field and EMP's should keep Spectrum busy for a while longer

She then turned her attention to some of the other heroes and saw Rocket and Venom making their way down a hall, fighting over a dozen of Peter's little 'Spider-bots'

"While they may be Ock's sick little Spider envy creations, one can't deny their usefulness" Bobbi said to herself as she inputted a few more commands and had several of the Spider-bots back off and switch to either Sonics or incendiaries for Venom

Eugene 'Flash' Thompson as Venom while formidable was nowhere near the same level as Eddie when he was Venom and wasn't as well versed in fighting people or machines that primarily used his weakness against him. The kid still had some ways to go…

"Gahh this sucks!" Venom hissed as he tried to take out the Spider-bots with his own impact webbing but couldn't get a clear shot from a combination of Rocket shooting everywhere at the Spider-bots and because the flames and sonics were starting to affect him "Look can't we just talk this out? I mean come to some sort of compromise?"

"Less talking more fighting Venom!" Rocket shouted before he was blasted into the wall "Ow!"

"Hang in their Roc-AHHHHHH!" Venom shouted as he took a full sonic blast at pont blank range and was sent flying down the hall and into a office space

"Sorry Flash…should have sided with your 'hero' then with Carol" Bobbi said as she checked back on Adam to see, much to her annoyance and worry, beating back the Spider-armor drone, slowly but it was clear that the living Anti-matter reactor wasn't going to be stalled for long

She continued to monitor the countermeasures Peter has for the strike force all the while her hand slowly slipped down to her holster and gripped her side arm. In the blink of an eye she turned and unloaded two shots at Quill who used his rockets to fly out of the way just barely missing the lethal projectiles

"Did you just shoot at me!?" the leader of the Guardians of the Galaxy said in disbelief "Dude I could have just died!"

"I was aiming for your legs" Bobbi said in a calm tone as she continued to shoot at Quill "Be lucky I didn't aim any higher"

Quill responded by shooting small flames and lightning at the SHIELD agent with his Element gun "Also why the hell are you siding with Parker in this? I thought your loyalty was to SHIELD?"

"Maybe when Fury was in charge, but under Hill and Carol?" Bobbi said with a scoff "I'll take my chances with my new boyfriend then with their little attack dogs"

She quickly leaped out of the way of a lightning bolt fired by Quill and took cover behind small desk and reloaded her side arm

"Oh so Carol's in the wrong for wanting to stop something bad from happening, from people dying and having their lives ruined? Well you know what? Boo-fucking-hoo if someone's feelings get hurt. She's fighting for the bigger picture, something you, Tony and now Spider-man seem unable or want to see" Quill said as he took cover behind a column "She's willing to do what it takes to keep the world safe and spinning, you wanna know how many lives have been saved because of Carol and us? How many disasters have been adverted because of the visions that Ulysses kid has had?"

"You know normally I'd side with that kind of reasoning but there's something you missed in your little 'our actions are justified' speech buddy" Bobbi said as she holstered her weapon and drew her two battle staves and activated the tasers at the end "No one's feelings are getting hurt, they're getting their freedoms taken away for something they never did or will do in the first place. Also, being locked up for god knows how long sucks, trust me I know!"

She than leaped out of the way ad Quill blasted her cover with a shot of compressed air and activated her suit's wings and soared right into a surprised Quill. She headbutted the helmet man in the face, gritting her teeth in pain as her skull collided with the alien metal before wrapping her legs around his waist and driving the taser ends of her staves into his neck

 **ZZZZZKT**

"AHHHHHHH!" Quill shouted in pain before he slammed himself and Bobbi into the wall and fell to the ground

"And F.Y.I. several of those disasters or deaths never happened because they never were going to in the first place until someone tried to prevent it from happening" Bobbi said as she landed in a roll and quickly righted herself back up in time to see Puck and several SHEILD agents enter the room. She growled at them before she quickly sprinted towards the holographic display and hit and leaped through the images and towards the room's other exit as they opened fired on her

She let out a hiss as one of the bullets grazed her thigh and caused her to nearly stumble before she threw a flashbang over her shoulder and into the room just as the doors closed

' _Well…that could have gone better, least I got to kick Star Lord's ass or whatever the hell he's calling himself these days'_ Bobbi thought before suddenly the Spider-armor tore through the floor and into the ceiling and fell to the ground at her feet

The blonde's eyes widened slightly before she looked up to see Blue Marvel slowly rise up from the whole he made, his arms crossed and a pointed gaze on his face

"Surrender, please I really don't want to fight you…" Adam said with a sigh as Bobbi tensed

'… _Yeah this could have gone a lot better'_ Bobbi thought with a mental sigh as she tightened her grip on her staves "Yeah well with all of your power I wouldn't want to fight me either pal"

…

"I'm not going to ask again Peter!" Carol said as she smacked Peter out of the building they've been fighting in and out into the street below "Where is Miles?"

Peter righted himself in midair and landed on top of a car, causing it to buckle under his landing and the people inside to yelp in surprise before they poked their heads out

"Whoa, we're in a super hero fight, kickass!" the man said to his friend "Dude are your recording this?"

The other man nodded before looking up at the famous wall crawler "Hey Spidey can I get a quick pic with my Webware?"

Peter looked at the two with a quirked brow "Uh no, how about you guys get out of here before you get hurt"

"Why? You fighting Magneto or something?" the man with the Webware asked before the three saw Captain Marvel emerge from the building and fly towards them "Oh…hey isn't that the same woman that sided with Stark in the last Superhero war thing?"

"Yeah…" Peter said before he launched himself off the car and shot a web line out and used it to swing over carol and send a kick to the back of her head followed by a thick coating of his new upgraded impact webbing

Carol growled in annoyance before she excluded a powerful photon blasts that sent Peter flying, something he was hoping for as he shot out a web line and used his new-found momentum to swing around and deck Carol right in the face with both his armored feet. Not letting up he soared after her and shot a web line at the dazed woman and brought her into a another several ton forced punch to the sternum, causing her to let out a gasp of pain before she grabbed Peter's helmet and brought his head into her knee before she blasted him away with a photon blast

"GAH!" Peter yelled as he slammed into the ground with a heavy thud, cracking the street and forcing several cars to swivel out of the way or risk running him over

' _Why do I get the feeling that if Jameson was one of these drives he'd slam his foot on the gas rather than the brakes?'_ Peter idly thought before Carol suddenly landed on his chest, cracking his armor and causing him to let out a pained yell before he aimed his wrist at her and shot a small web glob on to her face, covering her eyes and began to hiss and bubble

His spider-sense started to tingle at this point _'This is so gonna hur-'_

 **BWOOOOOOOM!**

…

Kitty had to hold back a sigh as she made her way down a hallway in the Baxter building, so far none of the security defenses have bothered her, likely Peter's doing aside from a small little Spider-bot that was escorting/watching her. This drone seemed different to the other spider-bots she's seen pass by earlier to combat SHIELD, the Guardians and some of Carol and Ororo's people. For one it was half the size and mainly red and black with six glowing red eyes and a red version of Peter's spider symbol on it's thorax

She was just about to turn down another hall, hopefully one that'll get her out of here when the building shook ever so slightly, causing Kitty to frown as she glanced above her

"The hell…" she muttered as she saw the little drone following her begin to scurry don a hall to her left

Kitty ran after it, using her phasing abilities for when bits of debris would fall of the ceiling from the intense fighting going on above her. Finally, after a few moments she and the drone came to a stop at a large metal door with a small pad next to it. Kitty glanced at the drone as it pointed at her and then the panel

"You want me to open it?" she questioned

The drone moved it's upper body up in down in a semblance of a nod

Kitty glanced at the door it wanted her to open and briefly placed her hand on it to see if she could possibly phase through…only to get a light jolt from it in return

"AH!" she stepped back and shook her hand "Okay so old fashion way it is then…"

She went up to the panel and saw that it was an eight-digit sequence. She hummed at this as she theorized what Peter's password would be before carefully typing in a series of numbers

' _First Ben…then Richard...May…and finally Mary'_ Kitty thought as she entered the years that Peter's parents, aunt and uncle were born and hit enter

She was rewarded with the panel accepting her attempt and opened the door to reveal what looked like an armory that contained a combination of Peter's tech and things from when the fantastic Four still operated here. Kitty watched the spider-drone scurry inside and towards a certain section that housed some of the things Reed designed in his spare time and pointed one of it's legs at one piece of tech in particular

Kitty raised a brow at it before glancing towards the drone "You sure about this little guy?"

The drone nodded again causing Kitty to let out a chuckle as she kneeled down and pat the drone on the head "Sometimes I hate and love how well your maker still knows me…"

The drone seemed to lean into her touch before backing away and watching Kitty reach for the tech it pointed to earlier and look back at it "Well little guy, lead the way"

The drone turned and scurried from the room followed by Kitty as the building shook again

…

* * *

And done.

Next chapter Peter and Bobbi regroup and head underground as Carol and SHIELD lockdown the city


	5. Chapter 5

Answers to reviewers' questions or statements:

 **Guest** : Don't know if Silver will show up in this story since her re-appearance takes place months later after this, but I'll think about it.

 **Guest** : I'm more hesitant on thee harem since the events in this story will only span over the course of roughly a week and a half maybe two, be kind of hard to get a harem up and going. Maybe in the sequel

 **sam hoffman 90** : For now no, it'll be mostly 616 universe Spider's in this story with some assistance from Miguel because reasons.

 **Phantom Works- Story division** : Yes the future Champions members will be joining up with Peter's side…kinda. No Cap won't be revealing he's HYDRA. Let's just say that vision of Miles killing Cap on the steps of the Capital building will soon be Carol and to some extent Cap's least concerns. I'm about to throw one hell of a curve ball into this story

 **marveldcfan** : For now no I have no plans to have any of the X-men on Carol's side or the Inhumans to join Peter's side.

 **Kite** : Yes I'll be showing that Carol doesn't really want to fight Peter, she's just fighting for what she thinks is right and that's saving the future, going about in a rather unethical way in some parts but she's only trying to help.

 **Spider-Ninja0117** : Interesting idea, would also make for a great story where Spider-man and Laura are married and have her as a kid. I'll think about it

 **Rider Paladin** : Carol when she finds out about Rogers being part of HYDRA will probably think 'Shit, maybe I should have let Miles kill the guy'. But yeah Peter will be getting another ally next chapter before I throw one hell of a curve ball into the mix

 **Chaos Sorcerer** : Yeah the Winter Soldier is still gonna head after Miles, problem is this time he'll have to contend with Peter. Peter going against Carol and SHIELD's side will have some big impacts in the world, some of which will be shown soon for both heroes and villains. A few heroes on Carol's side will end up leaving, either for Peter's or Tony's.

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used

* * *

"…Okay ow that really hurt" Peter groaned as he pulled himself out of a pile of rubble after being sent back by the explosion "But hey…least I know that new explosive web formula works…owwww"

He scanned his surroundings and saw Carol was starting to get back up and from what he could hear and sense it sounds like SHIELD was incoming. He quickly activated his com link

"Bobbi, time to bail or SHIELD will be getting a Spider in a cell today and honestly I'm too handsome for prison. I'd be eaten alive in there!" Peter said as he looked to see several Quinn jets approaching along with the falling form of…the Thing

"Meet up at garage, we're take my new Spider-cycle I've been working on" Peter said as he tensed at the Thing's landing

" _Yeaaaaah…that might be a little bit of a problem for me"_ the now former SHIELD agent said with a huff

"What do you mean?" Peter said with narrowed eyes as Ben Grimm approached him with a determined expression on his face

…

Bobbi glanced up towards Blue Marvel who was looking down at her with a pointed look, her arms were bonded in partially melted metal from the nearby Spider-armor and her staves were both destroyed and her suit had numerous tears on it.

"Let's just say I've run into a marvelous problem that's anything but…" Bobbi scowled at the man

"I told you, I didn't want to fight you but you left me no choice" Adam said as he pinched the ridge of his nose "Now just tell me Miles is and I promise you he'll be treated fairly and with respect. If your worried he's going to be thrown into some cell at some SHIELD black site, don't worry I'll make that doesn't happen"

Bobbi quirked a brow at the man before snorting "Suuuuure, you will. Hey while you're at it why not make sure his cell will have a nice comfy pillow for him to cry into every night for the rest of his life"

"He's not going to be locked up for the rest of his lif-"

"Unless it means he can never kill Captain America, right?" Bobbi said with a scowl as she shook her head "For fucks sake can you even hear yourself Adam? Your seriously okay with locking a kid up just to keep a possible, and let me repeat that A POSSIBLE future from happening?!"

At this he sighed "Look I know that this whole situation is…well a mess but-"

"What would you do if the next vision is one of Spectrum killing someone like Vision or your daughter joining HYDRA and helping blow up hospitals?" Bobbi asked with a glare "You gonna lock them up too?"

At this Adam went silent and turned away from the blonde who narrowed her eyes at the man "Fuckin hypocrite…"

Adam sighed at this "Look we ca-"

 **BRRRRVVVVVVVVVVV!**

Bobbi ducked as Adam flew over as a beam of red and orange energy slammed into Adam's back

"GAHHHHHH!" Adam shouted in both pain and surprise as he was sent flying down the hall before the beam of energy hitting him rose and tore into the ceiling, causing a cave in and separating him from Bobbi and her apparent savior

The blonde agent looked to see who it was and felt her jaw fallen in slight shock "K-Kitty?"

Kitty Pryde soon to be Quill smiled sheepishly "Sorry it took so long, things harder to use then I thought. Also, had to take the long way around since Spectrum tore out of her temporary prison and is in the middle of helping the rest out"

"Uh thanks…now can you get me out of these things?" Bobbi gestured towards the metal wrapped around her hands "Things are a lot harder to slip out of than cuffs"

"Something you got more experience getting out of cuffs in your marriage to Clint then in SHEILD" Kitty snorted as she phased Bobbi's hands through and helped the woman up

"Won't confirm or deny that" Bobbi said as she rubbed her wrists and glanced at the wall of rubble Kitty made "You know they're going to be less than happy about this right?"

"I know…" Kitty said with a sadden expression before shrugging "But hey I don't regret it…hopefully"

Bobbi gave the other woman a nod before she activated her commlink "Hey Pete, I'm on my way to the garage, how's things on your end?"

" _Oh it's just fan-freakin-tastic!"_ Peter said in a sarcastic tone followed by an explosion _"I'll meet you there in a few minutes"_

"Copy that, me and Kitty will head to the garage now and get the cycle started, think it can hold all three of us?" Bobbi asked

" _It should and if not then don't worry about it Bobbi, there's a nice little side car for you somewhere down there"_ Peter said with a chuckle

"Your hilarious" Bobbi said dryly while Kitty giggled

"You can always sit in his lap" Kitty suggested with a grin

" _Aaaaand that's my cue to leave, see ya both there!"_ Peter said before the line went dead leaving the two women to laugh before heading for the garage

…

Peter ended the call as he ducked under a swipe from Ben and vaulted over the orange rock man's head and shot two web lines at his shoulder and pulled the man back with all of his strength and slingshot him over his shoulders and into a parked car

"Come on Ben, I just kicked the tar out of Johnny for this, now you too?" Peter said exasperated before he felt his spider-sense flare and he just narrowly avoided a photon blast from a recovered Carol

"Sorry Webs, but team loyalty and all that…" Ben said as he brushed some metal of him before grabbing the car he slammed into and tossed it at Peter who made to move when Carol shot a photon blast at it and ignited the airborne vehicle

"Oh great…" Peter said before he was sent back by the force of the blast "Least I'm now several meters closer to the garage…"

Peter pushed himself up and saw that his helmet's HUD was starting to flicker a bit and it showed his armored suit had suffered extensive damage around the torso, the left leg and right arm and he was down to only a few web cartridges total, two of his extra strength, one acid and two concrete

"Starting to consider carrying something else besides web shooters, like a awesome high tech battle stave or a nigh invincible shield or something" Peter said with a sigh before he looked over his shoulder to see carol and the Thing closing in on him

Peter turned and tensed at the approaching dup and waited until the last possible moment before leaning out of the way of Carol's punch and shot a web bullet of his acid webbing into Ben's face

"AGH!" Ben gritted his teeth in pain "The hell webs? You trying to do me in?"

"Relax Ben, the acid's low grade and your skin's more than durable enough to handle it…doesn't mean it won't sting like hell" Peter said as he blocked a punch from Carol that caused him to wince before he slammed his palm into her chest before kicking her back into Ben who let out a huff as the super powered woman crashed into him

"Sorry Ben" Carol said as she prepped a photon blast to hit Peter with when suddenly she heard a faint hiss and looked down to see a small cartridge stuck to her chest "…Oh come on!"

It suddenly exploded and ensnared both her and Ben in a tight cocoon of concrete webbing which began to solidify and strengthen in seconds. Soon the two were stuck in a large pile of hardened webbing with Peter staring at them both before he turned on his heel and began to walk towards his garage when suddenly a Quinn jet flew above him and came to a hover right in front of him

"Hands on your head nice and easy and on your knees web head!" the SHIELD pilot yelled as he activated the jet's mini gun and aimed it at Peter

Peter stared at the jet for a moment before he sighed "I don't have time for this…"

He pressed a button on his wrist and suddenly he was gone!

"Ahh great…he's invisible" Ben grunted as he began to try and free himself and Carol out of their makeshift prison

"This day just keeps getting better and better" Carol growled as she exerted all of her strength and broke free of her cocoon and helped Ben out of his "What's the rest of the teams status?"

Ben brushed some of the concrete of his shoulders as he answered "Quill's down, turns out Mockingbird's with Spidey. Rocket and Venom are both out thanks to his little army of spider bots and Adam took a hit from someone with a really big energy gun or something. Left a few scorch marks on the guy. Ororo and her people are fine, little ruffed up and Johnny's still a little out of it. The web head apparently cracked a few of his ribs earlier"

"Dammit!" Carol growled out as she glared up at the partially damaged logo of Parker Industries

…

Maria was not having a great day, first the Triskelion is attacked by Stark and the heroes that have aligned themselves with him which in turn caused Carol's people to attack then she and others are shown a vision of Miles Morales, the younger Spider-man apparently killing Captain America and now she's in Manhattan trying to find the little twerp only for her people and Carol to get their asses handed to them by Spider-man of all people

If it was Thor, be it the new one or the old one or hell even Rogers she'd understand the complications

"Instead we were jerked around by a freakin nerd with a spider fetish!" Maria growled out in annoyance as she paced the command deck while her agents around her worked to try and locate Spider-man, the now rogue agent Mockingbird and now apparently Kitty Pryde!

"Need I remind you that nerd with a spider fetish has saved both this world and the universe at large more times than most heroes combined, including the Avengers?" came the voice of Spectrum as she stepped into the room "Spider-man may not be the most powerful hero out there Maria, but he's definitely one of the most resourceful and intelligent"

"So I've noticed" Maria gritted out as she pointed towards the Baxter building "And my people just combed the entire place from top to bottom, their gone"

"Any idea where?" Spectrum asked as she examined the various screens that showed SHIELD agents scouring the Baxter building for any clues as to where Peter, Bobbi and Kitty were now

"No which is why I've locked down the island of Manhattan" Maria said as she ran her hand across her face "Road blocks and check points at all tunnels and bridges off the island. Air space is monitored at all times and I'm having people sent to keep an eye on all of his associates living here"

"Mmmhmm" Spectrum nodded at this as she stared at the large view port of the Heli Carrier

Maria joined her after a few moments and watched before speaking "So how's Quill taking the fact his fiancé just went traitor on him with her ex?"

"Not well…none of the Guardians are taking it well" Spectrum said with a sigh and rubbed the back of her head "And the Inhumans still aren't talking to us, guess they're still not all happy about Carol wanting to arrest Miles"

"Yeah well they'd be singing a different tune if it was Black Bolt" Maria said as she spotted the Inhuman city of Attilan in the distance

"Probably, though I'd find it even harder to believe that spider kid could take down a guy who with a single cough could crack a moon or two in half" Spectrum said with a distant look in her eye

"Yeah well one thing I've learned since becoming director and getting dragged into this superhero bullshit…it's that even kids can bring down gods if push comes to shove" Maria said as she turned to leave, leaving Spectrum to her thoughts

…

"Okay I give up, where are you taking us exactly?" Kitty asked as she and Bobbi followed behind Peter down a dark tunnel deep in New York's sewer system

"Someplace safe for the time being. SHIELD as you both know is going to lock down the city to find us and sadly our way out of here won't be ready for another two days, assuming of course Ulysses hasn't seen it and blabbed to the Inhumans who then went and told Carol"

"I doubt it" Kitty said with a frown "The Inhumans didn't seem particularly happy about her now starting to arrest kids"

"So now they've decide to stop helping her" Bobbi said with an eye roll

"Hey don't judge, if it wasn't for Carol wanting to arrest Miles I'd still be sitting on the side lines and wondering when this pissing contest was going to come to an end" Peter said as he saw they were getting close

It was then Kitty spoke up "Not gonna lie Peter but I was surprised you decided to sit this one out, I mean I'm glad you did in the end because that probably would have made this whole thing an even bigger mess than it already is, it's just…"

"You thought I'd be all for changing the future or not?" Peter guessed with a backwards glance

Kitty nodded "Yeah…"

Peter was quite for a few moments before answering "To be honest I was kind of leaning more towards Carol's side in the beginning. I mean saving lives? Preventing a super villain from causing a crap ton of damage or killing a bunch of innocent people, sounds great sign me up for the first doomsday prevention mission…"

"…But?" Bobbi said with a questioning frown on her face

"But…" Peter said with a tired sigh as his own experiences with knowing the future and trying to prevent some of them from happening passed through his mind's eye "But I've learned on several occasions and just recently with the Zodiac that knowing what the future holds and how it can be changed can be dangerous, I mean sure it's got some pros going for it but it's only a matter of time before someone else comes along and abuses that power. Now I don't know how or who could but believe me when I say someone will"

"He's right" Bobbi said with a glance towards Kitty "I mean sure Carol's in charge now and while her decision-making skills have gone to hell lately it could be worse, but there's going to come a time when she's either going to have to step down or gets killed and then what? For all we know the next guy or girl is like Doom or something and we all know how that'll end. Hell I could see Maria doing something like that. She had no trouble hunting people down and locking them up after the last Civil War"

"It was even funnier when Osborn took over afterwards…" Peter said dryly as memories of HAMMER, Osborn's Avengers and X-men teams were hunting Peter and other heroes down

"Oh trust me I remember" Bobbi said with a smirk before she saw a door up ahead "So what is this place anyway?"

"This my dear little Mockingbird is an old Goblin hideout that Norman used to use way back when he first started out as the Green Goblin" Peter said as he placed his hand on the door and had the built in biometric scanner do its thing "Found it not long after we took Norman down after his failed siege of Asgard and I've been using it as a sort of getaway ever since…"

"Getaway?" Kitty asked

"You know, when the world seems to be bearing down on me and I need some time to myself, like just me and no one else usually. Contrary to popular belief I do take vacations on occasion, I just normally come down here so that way if shit hits the fan up top I can be there in a jiffy!" Peter said as he ushered the two women inside "Fair warning, I haven't really cleaned up down here since I haven't used it in a while"

"So long as you've cleaned up your used tissues and there's no rats or bugs I'll be fine" Bobbi said with a look of indifference as the lights came on automatically to show a descent sized space with a 'L' couch, a small kitchen on one wall and a small doorway that led to presumably to rooms to either sleep in or a bathroom

Other than a table covered with what looked like old sketches and some broken down web shooters it was clean

"Huh nice place" Kitty said as she walked around the area before deciding to investigate the back rooms while Peter made his way to the couch and slumped down on it

"It's not much but it'll keep us hidden until our way out of here is ready, hopefully" Peter said as he removed his helmet and placed it on the coffee table with his sketches and old web shooters were occupying

"And how do you plan to get us out of here?" Bobbi asked as she removed her domino mask and gave Peter a curious look

"Teleportation" Peter said with a shrug

"Really?" Bobbi said with a raised brow as she placed a hand on her hip

"Yep, not the most dramatic way and truthfully, I was hoping to use the one in the Baxter building but I didn't want to risk SHIELD seeing where we were heading so I asked Miguel and Miles after they pick up the kid's mom and dad who are probably freaking out by now, to get to this place that Otto used to use upstate before he tried to destroy the world with the Sinister Six a while back and start up a teleporter he was building for some weird reason, make any repairs that they see are needed and then open up a portal to here, which is a lot harder than it sounds and presto you, me and Kitty literally walk out of here!"

"That's one hell of a gamble there. What if they can't get it up and running?" Bobbi asked with some worry "Your 'Parker Luck' tends to act up in these kinds of situations in the worse way possible"

"I know, which is why I told Miguel that if it looks like it can't be fixed to not worry about it and just get the hell out of there and head for London and link up with Anna Maria who will help them into Symkaria" Peter revealed

"You still have ties to Symkaria?" Bobbi gaped

At this Peter smiled sadly as memories of a silver clad mercenary came to mind "Yeah…me and their Queen slash most badass mercenary ever were uh close friends…said if I ever needed anything she, her Wild Pack and Symkaria would have my back even if he whole world was against me"

Bobbi was silent after this, she was aware of how close Peter and Silver were, maybe not lovers, at least thanks to Otto it never got to that point but she along with a few others saw how much the two cared for each other, hell Silver was willing to go to the ends of the earth and face down certain death with him

"Okay…so in two days if Miles, his parents and Miguel haven't gotten us out of here we're supposed to somehow find a way out of a SHEILD occupied New York who still sort of have a guy on their side that can predict the future, make it to London without getting caught, meet up with Miles and Miguel and then trek halfway across Europe and take shelter in Symkaria until this whole thing eventually blows over?"

"Well that or until, and I can't believe I'm going to say this but, until Rogers dies or even better this little pissing contest between Stark and Carol comes to an end" Peter said as he scratched the back of his head "Not that any of that will matter if Ulysses has a vison of us in here, then we'll be well and truly screwed"

Bobbi was quiet for a moment before she inhaled and exhaled loudly in annoyance "Fuck me…"

"Heh maybe later" Peter said with a weak grin which earned him a light smack upside the head from a smirking Bobbi

"Maybe after Kitty falls asleep web head, until then keep it in your pants"

…

* * *

And done

So next chapter we check over on Miles and see how he's handling things before we jump back and see a surprise guest drop in on Peter and co. with some rather interesting information and we see what's going on in Stark's group in response to Peter more or less going to war with Carol and SHIELD


	6. Chapter 6

Answers to reviewers' questions or statements:

 **cornholio4** : Oh Hill and Carol will get their dues and the backlash that Carol will get at the end of this will make what she went through in the comics pale in comparison

 **Mythfan** : No Ulysses has had his powers for a while now by this point in time and he has received training from Karnak of the Inhumans to help better read and understand his visions. The issue is he's shown a possible future and while yes the X-men should know better at this point in time, their desperate, the Terrigian mist released by Black Bolt back in Infinity is killing mutants all over the world and sterilizing them, they are now an endangered species but even then they're not one hundred percent behind this, more like eighty percent and even then they still question things

 **Spider-Ninja0117** : I have something planned out

 **Harbinger of Kaos** : Well quite a few of the visions that show destruction or deaths have been prevented and Blue Marvel's all about preserving life so that kind of fits with his ideals but even then, he's still not completely on board with how some things are being done with Carol's side, the arrest of that lady that was said to blow up a building for HYDRA for example, he was not okay with that. Jessica will appear soon to help out, she ain't gonna let Carol toss her work husband around and get away with it

 **Redrangerlegacy** : I did always find it odd that no one ever pointed that out to Carol's side, like what if one of their own was shown killing someone, would they arrest them? Would they fight to keep them safe? These are questions that must be brought up in these kinds of situations if nothing else then for the drama! And logic because really the people on Carol's side and herself aren't protected, for all we know the next vision Ulysses had was Carol killing someone or Black Panther breaking some international law etc.

 **Guest** : Yes the war between the Inhumans and the X-men will be one of the major events in the sequel.

 **sam hoffman 90** : Yes and no, no monster spider this time around.

 **Kite** : Hopefully they start doing something similar in the comics, having Peter and Bobbi get closer together but if I know Marvel as well as I think I do, they're going to give us a slight tease before using the coming events with both Silver and Osborn to keep them from going any further and it'll never be addressed again, just like with Peter and Carol a while back

 **Chaos Sorcerer** : What the sequel will focus on will be both the fallout of the Civil War II and a few other things I have planned. We'll see what the Inhumans think about this whole thing next chapter when I throw possibly the mother of all curve balls into the mix of this. We'll be seeing Magneto's team pop up soon. We'll be seeing what Tony thinks of this whole situation towards the end of this chapter

 **cabrera1234** : I'll think on it, be interesting to see how Thor and Loki react to Peter being with their sister.

 **Jestalnaker94000** : I already have something sort of like that planned for one of my other stories, New 52 Spider-man.

 **Rider Paladin** : Yeah Peter pointing out that Carol's whole thing can get corrupted is him sort of bringing up what happened when Stark was removed as head of SHEILD after the Secret Invasion where the Skrulls were replacing people and Norman Osborn took over and well we all know how that went down in the Dark Reign and I think that's what Hank McCoy was alluding to as well, after all Osborn implemented the same things Stark did but with a far more sinister purpose in mind. It's happened once and well things in comics have a way of repeating again

 **The Son of Hades123** : No it isn't Mephisto, he won't be making any appearances in this story

 **marveldcfan** : Sort of…

 **Guest** : I've actually been entertaining the idea of a story like that for a while now

Disclaimer: I don't own any Marvel characters seen, mentioned or used

* * *

" _-In other news, SHEILD has still refused to comment on the apparent superhero battle that took place between New York City's Spider-man and the heroes Captain Marvel, Johnny Storm, the current leader of the X-men known as Storm and the Thing with confirmed reports of-"_

"That's enough of that" Miguel said as he switched the radio off as he continued to drive down a road that took them through a small town called Long Lake, named after the fourteen-mile-long body of water it sat beside

"I should be there…" Miles said as he stared out the window in the back seat next to his mother "I should be helping Peter, not running and hiding"

"You're not running sweetheart" Miles mother Rio Morales said in a comforting tone "Mister Parker's just trying to keep you safe…"

"Your mom's right Miles" his father Jefferson Davis said as he sat next to Miguel in the car "Sides Peter's faced worse and walked away from it. This is probably a typical Tuesday for him"

"Actually Wednesday" Miguel said with a snort "Tuesdays are giant robots and aliens"

"Heh fair enough" Jefferson said with a small grin before it dropped "Thank you, for helping my son"

Miguel shrugged "Us spider themed heroes gotta stick together. Plus, the little guy's grown on me"

"Mister O'Hara…" Miles said as he turned towards the time displaced hero "Do you…do you think the boss will be alright? I mean he's going to be facing down a lot of heavy hitters"

"Ture but considering he once faced down the Juggernaut and beat him singlehandedly I think he can handle whatever it is Captain Marvel can throw at him" Miguel said as he saw that their car was running low on fuel, thankfully he saw a sign that showed there was a gas station up ahead "I'm gonna stop and refuel this thing, if you want to get out and stretch your legs, that's fine"

"How much farther till we get to this place that Mister Parker wants us to lie low in?" Rio asked as Miguel pulled into the station

"Not far, another thirty minutes at most" Miguel said as he came to a stop next to the pump before he and the Morales family got out

Davis glanced at the store the station had and turned to his family and their apparent bodyguard "Anyone want anything?"

"Few bags of chips will do" Rio said as she rubbed the back of her head

"Some water" Miles said as he leaned against the car and stared out at the lake across the road

"I'm fine" Miguel said with a wave "Just be sure to use cash, SHIELD will know we're here if you use a card before you can even take five steps from the cashier"

"Got it…" Davis said as he walked towards the store, keeping his head low a little but not in a way that'll draw much attention if at all to him

Miles watched him go before he let out a sigh "This is not helping my argument of being a superhero to my dad"

"Heh, pop's ain't too happy about you being a hero is he?" Miguel said with a grin as he started to fill the tank up

"Nah man, even before he and my mom were told what I do he's never been all that supportive of heroes in general. Sure, he trusted them to save the day but that was it" Miles said as he rubbed a hand through his short hair "Ever have this kind of problem where you're from?"

"What me? Nah kid I didn't have any parents. I was made in a breeding lab since in about fifty years natural births become obsolete in favor of artificial growth" Miguel said with a straight face

"…For real?" Miles said with wide eyes

"Heh, nah just messing with you kid" Miguel said with a chuckle before his face hardened a little "Me and my mom…well she ain't all too proud of me to begin with, always preferred my brother Gabriel to me and constantly jerked me around. As for my dad…yeah best not get into that"

"Wow…and here I thought I had problems" Miles said with a wince

"Could be worse" Miguel said with a shrug

"Really how?" the younger spider asked as Miguel finished filling the car and placed the gas nose back on the rack

"Simple…I could also be dating my grandmother or something to top it all off" Miguel said dryly which caused Miles to laugh to the point he had to grip his sides

"Okay that would be bad, you could wind up being your own grandpa"

The two continued to laugh as Davis and Rio returned from the store and bathroom respectively before the four all entered the car and quickly resumed their trek to Otto's old safehouse…all unaware that things were soon about to take a dark turn for the worse

…

"Soooo…how's things in space?" Peter asked as he, Kitty and Bobbi were sitting on a couch, watching a movie on a small computer that Peter stored here

"Alright I guess…things are a little better now that Galactus is sort of a good guy now" Kitty said with a shrug as she pulled her knees in to rest her chin on as she watched the movie's main character enter a creepy abandoned house "How've things been on earth?"

"Hectic/Hell" Peter and Bobbi chorused at the same time in the same dry tone, causing Kitty to chuckle

"Aww aren't you two just adorable" she teased at the blushing face of Peter and Bobbi's smirk "But seriously anything interesting happened since I've been gone?"

"Faced down a group of guys that could see one day into the future that were trying to gain access to this doorway that would allow them to see a year into the future…" Peter said as he scratched the back of his head "Also teamed up with Deadpool a few times which started out as a way to get close to Peter Parker and kill him, which he did…twice. Oh and also we have a weird homicidal multi armed girl running around that has like both out powers and calls me daddy and I think wants to sleep with me"

Both women stared at Peter for several long moments with looks of disbelief before Kitty coughed "Well…least we know what you've been up to while the superhero community was tearing itself apart"

"Hmm all I've done recently is face down a cowboy that I killed when I went back in time to the Old West who then later ruined my first marriage and then I had to fight on a cruise ship going through the Bermuda triangle…" Bobbi said as she rested her legs on Peter's lap and laid her head down on a pillow

"Wow…Was the cruise at least nice?" Kitty asked with a look of bemusement

"Eh the massages weren't all that great" Bobbi said before she gave Peter a grin and wiggled her legs in his lap "Mind seeing if you can succeed where they failed mister Parker or should I say…daddy?"

"Uhhhh…" Peter said with a deer caught in the head lights expression while both women laughed

"Oh trust me Bobbi, once those magic hands of his get going you don't want them to ever stop" Kitty said with a wink thrown at the blonde "And let's just say that tongue of his is pretty talented too!"

"Ooh do tell" Bobbi said with a smirk while Peter kept blushing before suddenly the door to the safe house began to beep. Bobbi sat up with a pointed look "What's that?"

"Someone accessing the safe house" Peter said as he slowly stood up and carefully approached the door while Bobbi pulled out her side arm and clicked the safety off and Kitty stoop up as well

Peter reached the door and waited as it slowly opened to reveal…

"Jessica?" Peter said in surprise to see Jessica Drew, the first Spider-woman standing there with a slightly amused look on her face

"What? Were you expecting a red head and for her to say you've hit the jackpot?" Jessica said with a smile

Peter's response was to bring her into a tight hug before suddenly slamming the door shut and placed the chuckling woman down "Uh not that me or the girls aren't happy to see you, at least I think they are, but what are you doing here?"

"And while we're on that subject, how'd you know about this place?" Bobbi asked with suspicion

"In order, I wanted to make sure you two were alright and I know about this place because Peter's brought me here and said I can use this place as a weird getaway whenever I want" Jessica said as she walked over to Bobbi and gave the woman a grin "Why, jealous?"

"…Possibly" Bobbi said with a smirk of her own while Kitty rolled her eyes sand gave Peter a dry look who responded with a shrug

"Not my fault women can't help but find me irresistible" Peter said before turning to Jessica "So how's things on the surface going?"

"Not too well" Jessica said with a troubled look on her face "SHEILD's completely locked down Manhattan as you probably have guessed…and they've assigned people to watch everyone that's close to you. Your aunt May and her husband Jameson, Jonah which I can't help but feel bad for the agents who have to listen to his rants, Harry, Betty and anyone else your either friends with or work closely with"

"What about Prowler, Silk and You?" Peter asked

"Prowler's gone underground which was smart and I've taught him a few things to help make sure he can't be found anytime soon, same with Silk" Jessica said a she walked towards the sofa and fell on it with a huff and removed her yellow glasses and unzipped her jacket to expose a white tank top underneath "As for me, I just spent the last three hours giving my watchers the run around before I finally lost them in Central Park, doubled back and came here…god I'm losing my edge if it took that long for me to lose a couple of SHIELD agents"

"Man, they really want to find you" Kitty said with a worried glance at Peter who nodded

"Well I am the only one that happens to know where Miles is or at least have an idea of where and I did just take on a small army of SHIELD agents, half the Ultimates, the leader of the X-men, the liaison between humans and Inhumans and two members of the Guardians of the Galaxy and won" Peter said the last part with a bit of bravado

"More like you held them off before vanishing" Jessica said with an amused chuckle that Kitty and Bobbi both joined in on before Peter spoke up

"So uh Jess, what's the real reason you're here?" Peter said with a frown "While I'm happy to see you again, seriously I am, I like to think you didn't just spend three hours giving your SHIELD agents the runaround and then trek through several miles of sewer lines and subway tunnels just to check up on me"

At this Jessica gave him a grin "And if I did?"

"Well then Bobbi here's jealousy might act up again" Peter said with a thumb thrown towards Bobbi who shrugged

"No, it's cool, in fact we've been in a heated discussion lately to have a sort of threesome relationship with you" Bobbi said with a straight face that caused both Peter and Kitty to stare at the woman with gaping expressions for several long seconds before they both busted out laughing

"Okay, now that was a good one" Peter said as he leaned into Kitty who was struggling to keep standing because of how hard she was laughing

The entire time the two were laughing both Bobbi and Jessica kept staring at the two before they finally quieted down and Peter saw that there wasn't a trace of humor on each woman's face

"Wait…are you two ser-"

It was then Jessica spoke up "We'll talk about it later but right now I do have something to tell you Peter"

Peter turned towards the private investigator with a nod "All right, shoot"

"When I heard from some friends that I still have in SHIELD tell me about Carol and Maria finding out who Miles was, I decided to head over to the Triskelion and see how they managed to pull that off. Wasn't easy considering the place is now rubble but I did find something…" Jessica said as she pulled out a small drive and handed it to Peter "Someone sent them that info on Miles. Don't know who, all it said was 'The Spider-man, the one that's said to kill Captain America is Miles Morales and he's with the other Spider-man, Peter Parker at Parker Industries…"

At this, Peter's eyes widened along with Kitty and Bobbi's

"…Shit" was all Peter could say

Someone had not only figured him and Miles out, but also sold them out to Carol's side

…

Meanwhile in an old bunker once used by Fury Tony and Steve were watching a new segment by fact channel detail the apparent conflict between Spider-man and SHEILD

Tony sighed at this "Seriously Hill, you really thought a show of force would get him to stand down?"

"Sounds like something you would have done" Steve commented

"Well yeah but I would have brought more guys to the fight then a single Heli Carrier and what like a hundred agents" Tony said as he gestured to the screens "I mean Parker isn't the most powerful or deadliest guy out there but come on he has an I.Q. that rivals mine and has faced down threats that could tear through Carol and Hill's men in seconds singlehandedly!"

"Well he is always going on about being an underdog…" Steve said with a grin as he continued to watch the news segment before he adopted a frown on his face "Think he'll help us?"

At this Tony shook his head "Nah, to be honest I don't think I'm really his favorite right now. I mean I did just drag his little protégé into this whole mess without even so much as asking him if it was alright. Plus, I think he still hates me for the last Civil War…"

"Tony…" Steve said as he placed a hand on Stark's shoulder "…A lot of people still hate you for that…"

"What really?" Tony said in slight surprise before scratching the back of his head "Huh, never would have thought with how some act around me. Figured they either forgave me or got over it"

"You bank roll the Avengers that a lot of them were members of and most of them are mature enough to leave any problems they have with you at the door" Steve said as he and Stark spent the next several minutes watching the news segment in silence before a thought crossed Steve "Tony…I'm curious, why didn't you ever offer Parker membership into the Illuminati? While he may not have been leading any nations or teams, his name does still carry a lot of weight in the hero community. Hell, it carries almost as much as mine or yours does in quite a few circles"

Tony didn't answer right away as he kept staring at the screen, and after the segment went to commercial he finally did "Because I was worried, along with T'Challa and Namor that his 'moral compass' would be an issue. The Illuminati did things that I know he wouldn't have been on board for…"

"…And maybe that was the problem in the first place" Steve stated as he folded his arms "You had no one in that group to keep you grounded, to have you remember that you weren't gods who get to make those kinds of decisions, to remind you that your heroes"

"Yeah, now I know!" Stark said with a scowl of annoyance before turning on his heel "If you need me, I'm going to go check how things are with Mary Jane…and get my ass chewed out by her"

Steve watched Stark leave for a few moments and waited until he was out of the room before pulling a small device from his belt that went off a few moments ago and read what it said

 **Spider-man and allies found**

Steve narrowed his eyes at the screen before he sent a reply back with a regretful sigh

 **Eliminate them**

…

* * *

And done.

Next chapter the mother of all curve balls is thrown into the mix as Ulysses has a new vision


	7. Chapter 7

Answers to reviewers questions or statements:

 **Fireofargentis** : Mary Jane works for Tony Stark as his like executive assistant

 **treyalexander63917** : She's called Itsy Bitsy, she's in the Deadpool/Spider-man comics. It's both funny and disturbing

 **Harbinger of Kaos** : No Jess isn't some sleeper agent for HYDRA and as for what the vision is, you'll see at the end

 **marveldcfan** : Yes Peter will be facing down HYDRA cap in the sequel.

 **Exiled Soul Nomad** : For the most part, Cap caused several of Ulysses visions and just let Carol and Tony's egos and paranoia take it from there and I'm pretty sure the vision really was of Miles at least having a hand in Steve's death, someone else delivering the final blow or the fatal one at least, because I just cannot see how that kid could take Steve Rogers of all people down, hell Batman's said that he wouldn't be able to beat the Captain in the last crossover Marvel and DC did, meaning little Miles ain't got a chance in hell unless someone up there really likes him, like a lot

 **Chaos Sorcerer** : So far Cap seems to be the only hero that was turned by the Red skull with the sentient cosmic cube Kolibik. No I'm pretty sure everyone's more or less gotten over Tony trying to imprison them in the last war, it's just Cap sowing more seed of uncertainty into Stark, keep him unbalanced. No, no cosmic beings will be taking any sort of role in this conflict or the sequel. As for what the vision will show, you'll see

 **cabrera1234** : No it's not that but it does relate to HYDRA to some degree

 **Spider-Ninja0117** : So the spider is an Inhuman turned into a spider and bites Peter and gives him his powers or Peter is an Inhuman and the spider ha that Terrigean mist in it and activated his powers when it bit him?

 **Redrangerlegacy** : Ulysses vison actually won't be either of those things, it's actually something that's going to make this entire situation far worse

 **Kite** : Jessica and Bobbi are not the mole, and yeah Peter being a possible father figure for Jessica's kid would make sense, similar powerset and knowing the boy's mother for years plus they seem to have good chemistry

 **Rider Paladin** : No at the moment Kitty is still with Quill, though this situation really won't help in regards to their relationship. Steve was actually referring to the Illuminati back when they first formed, though he was also alluding towards the events leading up to the Secret Wars.

Disclaimer: I don't own any Marvel characters seen, mentioned or used

* * *

"So who snitched about who Miles and Peter are?" Bobbi asked as she sat next to Jessica on the couch "Could it have been someone from Stark's side? One of Carol's people like Logan or Johnny?"

"Maybe…or it could have been a third party" Peter said as he paced the room while Kitty leaned against the wall "While Johnny and Logan are now working with Carol, I really don't see them selling me out that fast if at all. Besides, they don't know who Miles was underneath his mask, at least Johnny didn't"

"Osborn maybe? He hasn't been heard from in a while…" Kitty guessed

"Possibly, this would fit with him wanting to screw me over if for nothing else because he can, but last time I checked he didn't know Miles's identity, hell I made sure that he'll find mine out long before he got close to the kid's" Peter said with a frown

"Which of your other villains are aware of your secret identity?" Bobbi asked with a frown "It can't be that many"

"Otto's dead unless he somehow survived you kicking his ass out of your body" Jessica said as she cupped her chin "Could it have been Felicia?"

"Maybe but that still begs the question of ho-" Peter started before he suddenly tensed and looked back at the door

"What is it?" Bobbi asked with concern while Jessica stood up and zipped her jacket back up and Kitty pushed herself off the wall

"Spider-sense…we're about to have company" Peter said as his suit began to cover him and Jessica slid her glasses on while Bobbi quickly retreated into the back room to get her gear

"How the hell did they find this place? I thought only you and Jessica knew where it was" Kitty said with confusion

"Well us and like five other people besides Osborn assuming he even remembers this place" Peter said as his lenses narrowed. He then glanced towards Jessica "I'll lure them away, you get out of here, same with you Kitty"

"What about me?" Bobbi asked as she returned, geared up and ready for another fight just as the door began to beep, signaling someone unauthorized was trying to gain access to the safe house

"You're going with Jessica and Kitty, I'll handle things from here" Peter said as he and the girls tensed

"I like how you're not asking if we want to help you with whatever's going on in regard to someone leaking your identity to SHIELD" Jessica said as her hands began to glow with her Venom blasts

"You have a kid to look after, Kitty still has a fiancé and Bobbi I need someone to keep an eye on May and Jameson. Whoever knows me and Miles secret might go after them, plus someone's got get to Miles and Miguel because chances are, they're in danger too" Peter said as he approached the door and waited several seconds before suddenly kicking it out, sending it into several men who were behind it and causing the rest further back to scatter or risk being hit by the hundred-pound metal door

Peter took this moment to quickly analyze his opponents and felt his eyes widened as he recognized their uniforms

' _HYDRA!_ ' Peter thought as he shot several web bullets at the closest HYDRA agents and leaped into the center of the group followed closely by Kitty, Jessica and Bobbi who were equally surprised by the appearance of HYDRA before engaging them along with Peter in the tight corridor

"The hell is HYDRA doing here?" Bobbi asked as she sent a bone shattering kick into the chin of one HYDRA soldier and jammed the taser end on her battle stave into the chest of another

"No idea" Jessica shouted as she leaped on to the shoulders of one soldier and used her enhanced strength to toss the guy in to the wall and sent several powerful venom blasts into an soldier that was about to attack Peter's back who was busy fending off several others in front of him

Kitty was using her phasing abilities to rush through the HYDRA agents to keep them from shooting her before attacking them from behind or the men behind the one she phased through "Think them being here might be related to what we were just talking about?"

"Don't know, let's ask" Peter said as he headbutted one man away before shooting a web line at the chest of another and yanking him into his fist "Hey do you guys happen to know who snitched to SHIELD about me would you, just out of curiosity?"

"DIE!" one of the men said as he charged at Peter with a knife after his gun was pulled from his hands by one of Peter's web lines

"I'm going to go with a maybe" Peter said as he caught the man by the arm and flipped him over his back and slammed him into the ground before Bobbi jammed her stave into the man's skull, knocking him out before she jabbed another behind her with her stave and followed it up with a heel kick the broke the man's goggles and sent him flying into the wall with a 'crack'

"Yeesh that one had to hurt" Peter said with a wince as he knocked another HYDRA soldier back and webbed him to the wall along with several others "Come on, there's a service tunnel up ahead we can use to get out of here"

Bobbi nodded as she smacked a HYDRA soldier in the skull with her stave before ducking under one of Jessica's blast hitting the last standing going behind her. The blonde glanced at the whimpering soldier before giving Jessica a nod of thanks, which the raven-haired woman returned

The four quickly rushed a few meters down he hall until they came across a panel of wall that Peter pushed in to reveal a small tunnel. He glanced towards the women with a questioning look under his face "How long can you guys hold your breath?"

"You already know" Kitty teased while Jessica and Bobbi both grinned which in turn caused Peer to blush

"Not what I meant, it's just this uh tunnel takes us to an old sewer line that flooded a few years back after a fight with Lizard and I don't think it's been drained yet" Peter said with a cough as he entered the tunnel followed by Jessica, Bobbi and Kitty

"I'm sure that's the reason you asked" Jessica giggled while Peter let out a groan

"That's not why I was asking!"

"Of course" Bobbi said with a chuckle

"Hey Peter, since we're no longer going to be in that room for another day and a half, how are you gonna get out of New York?" Kitty asked

"I know this city like the back of my hand Kitty, I know at least six different ways from where we'll get out on how to sneak out of this city with SHIELD none the wiser" Peter said

"If you're sure" Kitty said with a little doubt

"Positive, sides who knows maybe the worse is over and that vision of Miles somehow killing Rogers is no longer in play or whatever" Peter said in an optimistic tone

If only he had been able to see several days into the future…he would have kept his damn mouth shut

…

New Attilan…home of the Inhumans…

To say things were tense in the throne room would be an understatement

After Medusa, along with several other Inhumans had returned from the conflict at the Triskelion, they had discovered that Ulysses was in some sort of odd trance with several large energy tendrils emanating from him. Attempts to gain a response from the young man had proven futile and so for the past day several of Attilan's best and brightest along with Dr. McCoy have tried to see if they could bring the Inhuman out of his trance

Each attempt was met with failure and leaving the Inhumans even more worried

"I do not understand, is this a result of his powers evolving or is it something else?" Medusa asked Karnak who was watching McCoy and Iso try to try and gain a reaction out of Ulysses for the third time

"Perhaps…" Karnak said as he cupped his chin in thought "Lately he's been mentioning his visions seem to be lasting longer and recently he drew us all into it, having us experiencing it for ourselves"

Medusa nodded at this as she turned towards the young Inhuman with a sad expression "Do you think he'll ever come out of this trance? He's been in it far longer than any other before"

"Who's to say, but tell me would it be any better out here then it is in wherever he is at the moment?" Karnak said with a nod towards the distant shape of what was once SHIELD's H.Q "To be in a world where it's protectors squabble and fight amongst themselves like petty children over visions that may or may not come to pass?"

"So your saying it's better for him to stay like this?" Medusa questioned

"No…I'm asking if he'll prefer that hell compared to the one we find ourselves in at the moment-"

"Something's happening!" McCoy said as he and Iso began to back from Ulysses as the energy tendrils began to whip around erratically

"What's happening?" Medusa asked as her hair coiled in preparation to pull McCoy and Iso back if Ulysses tendrils attack them

"Hmm unknown" McCoy said as he examined the tendrils beginning to grow and spread "I was asking him a series of questions, simple things really like what his favorite food is or his dreams for the future are, what visons does he think can come true and which ones he hopes doesn't and then this happened"

"What was the last thing you said?" Karnak questioned

"…If he believed that Spider-man could kill Captain America" McCoy said in a low tone before suddenly there was a bright blinding light

The four slowly opened their eyes as the light died down and to see what happened…what they saw could only be described as hell on earth

They stood in Washington D.C, fires raging all around, smoke and ash billowing into the air and blocking out the sun, casting a dark atmosphere on what was once the U.S capital. What was worse were the bodies…

All round them were burnt and bloodied corpses

"My god…" Iso said as she stared at the horror around them

"What is this?" Karnak asked with narrowed eyes

"If I have to guess…a possible future" McCoy said before the sound of gunfire drew the groups attention towards what looked like the Capital building

The four quickly rushed towards the burning structure, seeing burning vehicles, bodies strewn about all over the place, signs of what was and likely still is an intense battle until they finally came to the steps of the Capital building, and they weren't alone

Standing there was Ulysses with a look of shock on his face

"Ulysses" Medusa said as she placed a hand on the young Inhuman's shoulder "What's happening, what's going on?"

"I don't…I don't know your majesty" Ulysses said as he gripped his head in pain "This…This is the third vision I've experienced-"

 **KRAKWWOOOOOOOOMMMMM!**

He was interrupted by a thunderous explosion that shook the building and caused the five's bones to rattle from the sheer force of the impact

"What was that?" Iso said as she hugged herself, looking all over franticly for signs of what just caused that loud thunderous boom

"If I didn't know any better, I'd say the Hulk" McCoy said before a figure smashed through the crumbling wall above them and began to painfully stumble down the cracked steps of the Capital building

"It's captain Rogers…" Karnak said in a calm tone as the first Avenger came to a painful stop just a few meters from the five, his suit torn, his left arm bent at an angle that indicated it was completely broken, his shield nowhere to be seen

Rogers tried to push himself to his knees when suddenly another figure shot out through the whole that Steve was used to make and landed halfway down the steps before making another inhuman leap and landing right on to Steve's back

 **KRAKK!**

"AAAAAHHHHHHH!" Steve shouted in pain before the figure slammed his head into the ground

The figure was clad in a black body suit that looked to be made of a mixture of Kevlar and metal plating. On the back was a glowing red HYDRA symbol

"Shut it Rogers…no one likes a whiny little bitch that's lost" the figure said with an electronically disguised voice as he stood, his back to the group that was witnessing this

"Who is that?" Medusa whispered to Karnak and McCoy who were watching the scene play out intently, Iso had covered her eyes unable to keep watching while Ulysses watched on with growing horror

Rogers spat out a glob of blood before looking up towards his enemy with a glare "Y-You…w-won't win…"

"Hehehehehe…" the figure chuckled darkly as he leaned down to Roger's level "I don't have to Rogers…I just had to make sure you didn't either!"

The figure then stood up and drew his side arm from his holster and aimed it right at Steve's head. The first Avenger didn't flinch at the weapon pointed towards his head, he only darkened his glare at his attacker

It was then the figure pressed something on the side of his head, causing his helmet to retract and exposed a head with short brown hair. When the figure spoke, McCoy's eyes widened as he recognized the voice, along with Medusa and Karnak

"Hail HYDRA Captain Rogers…"

"No…" Hank said with growing dread "This…this isn't happening…"

"Well it is doctor…as much as I'm hoping it doesn't" Karnak said while Medusa, her eyes wide with dread, slowly approached the figure until she saw his face

Peter Parker…

Rogers spat another bit of blood before staring into Peter's eyes "Go to hell Parker!"

Peter stared down at Rogers with an emotionless expression "You first Captain…and do tell Elisa I said hi"

 **BANG!**

…

* * *

And done

Next chapter Peter attempts to sneak out of Manhattan…


	8. Chapter 8

Answers to reviewers questions or statements:

 **TheOkWriter** : Yes Rogers is till HYDRA in this story

 **BusterBlue 12** : His body takes in all of the energies in the world and with a complex algorithm channel's them into a possible future. But he can't control when they happen, so yeah they come at random

 **Kite** : Dead No More happens after the events of Civil War II, so no it wasn't Otto that snitched

 **Rider Paladin** : Things from here on out are only going to get more difficult and by now HYDRA Cap won't have to do a thing, well not as much as in the beginning

 **Chaos Sorcerer** : No there won't be another vision where it shows the other side of this possible future, as of now Peter is supposedly slated to kill Captain America, wheatear it'll happen is up in the air at this point. Well I actually know since I have this all planned out but you get the idea

 **LL** : Parker's luck is about to get a whole lot worse

 **Redrangerlegacy** : It's not his fault, the real issue is that people either misinterpret the vision or jump the gun thinking they can stop it and end up causing it to come true.

Disclaimer: I don't own any Marvel characters seen, mentioned or used

* * *

"Well that could have gone better" Peter said as he helped Jessica out of the still flooded tunnel after pulling Bobbi and Kitty out

Turns out some of the Lizards old lizard people that he created a few years back still lived down there and have now begun to interbreed with the actual alligators down there and some of the other mutated or mystical animals and safe to say, it wasn't pretty

At all.

"Nooooo ya think?" Bobbi said as she was pulling bits of sewage out of her hair while trying to resist the urge to vomit from both the smell and from the act itself "You know Pete, if you, me and Jess are gonna make this a thing, which also by the way spits in the face of modern dating standards and what's considered appropriate for society's standards, then we need to seriously discuss what constitutes as a good first date, because this, this ain't it"

"Really, and here I thought trudging through the sewers with an international para military slash intelligence agency force thing after us along with some of the most powerful beings on earth was romantic" Peter said with a snort "Don't worry, the next outing will be to a dimension infested by demons rather than inbred mutated alligator people"

Jessica gave Peter a dry look as she used her venom blasts to fry some of the garbage out of her hair, it's not like her hair has already gone to hell's literal outhouse "Peter, I think you should stop hanging out with Deadpool for a while, I think your starting to catch…whatever it is he has that makes him insane and questionable at the best of times"

"Could have been worse" Kitty said as she phased the water and sewage of her body "On mine and Peter's first date, we had to fight with Mysterio who got it in his head to try and mimic something out of a slasher torture porn flick. You ain't seen nothing until hologram of a naked half man, half pig with a chainsaw comes at you"

"Creepy…" Bobbi said as the four were making their way out of the building when-

 **SNIKT!**

 **SNIKT!**

"Oh come on!" Peter whined as he and the girls turned to see Logan emerge from the shadows "Seriously you?"

"Me…" Logan said with a grin as he gave Bobbi, Jessica and Kitty a nod "Evening ladies"

"Logan…" Jessica said with a sigh while Bobbi gave Logan a scowl

"Wow…you did not age well Logan" Kitty said as she took in his appearance "Also uh nice to see you again though, even if you're not really my Logan"

"Same here kitty kat" the old feral mutant said before turning his gaze back to Peter "Look kid-"

"How long have you been standing there?" Peter asked with a look of confusion

"Not long" Logan said with a shrug "Back in my world, my Spider-man had a little safe room he'll sometimes go to and considering a lot of things in this universe or whatever this world is supposed to be line up with mine to a certain extent, I wagered you'd be down there after your little show yesterday…turns out I was right since your now here"

Peter stared at the older alternate version of his best friend and began to chuckle "Wow, times like this I'm reminded you do have a brain in that thick skull of yours"

"Funny how people forget that" Logan said with a smirk before he narrowed his eyes at Peter "Look kid, I didn't come here to fight"

"The claws say otherwise" Jessica pointed towards the six Adamantium claws erupting from his knuckles

"Had to get your attention somehow" Logan said as they slowly receded back into his hand

"Well you got it…" Peter said as he motioned for Logan to continue

"Right now, the big shots are talking about how they're going to draw you out" Logan said as he pocketed his hands "Hill is talking about placing your aunt and step uncle in…'protective custody'…while Carol is suggesting we threaten to expose your identity to the world. She won't, but well I can't guarantee she'll be so hesitant the longer you draw this out. All she wants is to make sure your little brat doesn't off captain America…however unlikely that is"

Peter's eyes narrowed "I'm not having Miles handed over Logan…"

"Which is what I've told those two…but they seem to think that you can be reasoned with or threatened into giving in" Logan said as he glanced out a window and spotted the Heli Carrier in the sky "Hill's bringing in another two carriers to help secure the city that'll be here by the end of the day. In about an hour after that, they're going to be sending dozens of squads of heavily armed agents into the sewers, subway tunnels and every old decommissioned lair that every super villain who's ever operated here has used in the past. Eventually they will find you"

"If I was Stark I'd feel flattered that all of this is for me, but really I just feel flat out annoyed" Peter said with narrowed lenses

"Makes you think how many of the actual bad guys are getting away with god knows what because half the superhero community and SHIELD is all here instead of elsewhere" Bobbi muttered loud enough to for everyone to hear

"She ain't wrong" Kitty said

"Anything else I should be aware of Logan?" Peter asked with a slight tilt of his head "Or was that it and now we get to the fighting?"

Logan laughed at this "No, even when I was a lot younger and prettier to look at I could just barely handle you and even then, that's you holding back to some extent. Now…it'd just be embarrassing"

"So you're going to let us go?" Peter asked in a hopeful tone

"No" Logan said with a small grin "I'm going to call Storm who's going to tell Carol that I just saw you guys ten minutes from now heading south towards Hell's Kitchen"

"Eh I need to head north anyway" Peter said with a shrug before turning towards Kitty, Jessica and Bobbi "I'll get in touch with you guys after I meet up with Miles and Miguel. They should have gotten there several hours ago, so I have roughly eighteen hours to get to them before they leave and let them know what Jess here's uncovered"

"Are you absolutely sure you won't need our help?" Bobbi asked with some concern

"You have nine minutes' ladies" Logan said with a yawn

"Zip it you!" Peter snarked before addressing the others "Positive, and hey if it does turn out I'll need some help I'll give you guys a call…okay?"

The three looked less than convinced before they each gave a reluctant nod before turning to leave. Bobbi and Jessica each took several steps before they stopped and turned on their heels and walked right up to Peter, removed his mask and each gave him one of the mast passionate kisses he or they have ever had

Kitty smirked at the display while Logan rolled his eyes and muttered something around the lines of 'Poor taste in men' and 'lucky little clown'

Peter for the life of him couldn't come up with a response as Jessica ended her kiss after Bobbi's and slid his mask back on.

The first incarnation of Spider-man poked Peter's nose with a smirk "Like I said, we'll talk about this after this whole thing blows over. Now get going"

"And say hi to Miles for us" Bobbi said as she and Jessica turn to leave while Peter gave her a nod

"Yeah…girls say hi…uh-huh" Peter said with a wave as he watched the women leave

Several moments passed before Logan let out a loud sigh "Kid, you got four minutes, get your ass in gear before I decide to hell with my pride and attack you now"

That shook Peter out of his daze as he quickly sprinted towards the window before jumping out of it and shooting a web line out "Thanks for the head start Wolvie!"

Logan held in a chuckle as he watched the kid swing away "Yeah…n problem kid…no problem"

After several seconds, he finally spoke "You can come out now, smelled you following me half an hour ago…the only reason I didn't say anything is because I realized the kid knew you were there too and if he wasn't going to bring it up I wasn't going to push"

He turned towards the rafters above him and not a moment sooner a figure dropped to the ground and slowly rose to their full height. Logan narrowed his eyes at the person "What are you of all people, doing here?"

"Making sure he's still alright" the figure responded with a shrug "I was hoping to meet him at his little bunker but by the time I got there, he and the others left"

Logan kept his eyes on the person in front of him, his claws at the ready should this little meeting go south, fast "I take it your as close in this world as you were in mine?"

"That depends, was his mom and I best friends when she first joined SHIELD?" the figure inquired

"…Yes" Logan said as he relaxed, slightly "And you and he were a lot closer because of it…"

At this the figure chuckled "What can I say, he may have inherited his father and uncle's luck but when it comes to charm…that's all Mary"

"If you say so, personally I think he just inherited her piss poor jokes and ability to talk your ear off" Logan said with a scoff as he leaned against the wall "Better hurry and catch up to him, he's got two minutes before I make the call"

The figure nodded before stopping and looking back at Logan "Tell me something James…in your world…did you take him in after Mary and her husband's death or did you leave Peter to his aunt and uncle?"

"He was better off with them" Logan said in a quiet tone "…Even if in the end it didn't really matter. He died same as everyone else I cared for"

The figure held Logan's gaze for several long moments before they turned "Tell no one I was here Logan…"

"Wasn't planning to" the old mutant said as the figure left the warehouse, leaving Logan to his thoughts before glancing up at the nearby Heli Carrier with a thoughtful look on his face "…On second thought, I took a bump on the head and lost conscious, might be another hour before I wake up"

He then pushed himself off the wall and proceeded to make his way to the nearest bar for a few quick shots before calling it in

…

Silence…that was all that echoed through the room as the vison came to an end, leaving four shocked Inhumans and a stunned mutant scientist. Finally, after several minutes Iso spoke in a quiet voice

"S-Should we tell SHIELD and Carol?" she asked nervously

"And tell them what exactly? That we saw another vision of Spider-man killing Captain America, only this time it was the older, faster and stronger one doing the deed, who has also at some point apparently joined the ranks of HYDRA?" Medusa said as she rubbed her brow in aggravation before glancing towards McCoy "Hank…you know Spider-man better than anyone here. Do you think he's capable of such a thing?"

"Hmm of his own free will, no. But in the past Spider-man has been either replaced by one of his less than savory rogues or even a clone. And while he did refer to that future Spider-man as Parker, it easily could have been a possible clone" McCoy stated as he let out a sigh "Honestly I'm at a loss of what we just saw"

Karnak turned towards Ulysses "Did you see anything else before we found you, anything that could tell us when and how and why that happened?"

The young Inhuman shook his head "N-No…I was in a future where everything seemed to have been destroyed, I met an old, well an even older Logan there and he said something happened, something related to Spider-man and this fighting going on with everyone and then that…"

"Hmmm…" Karnak hummed in thought before glancing to his queen "I recommend we keep this silent until we can figure out more of what is going on. Already the last vision of a Spider-man killing the Captain nearly saw the arrest of a mere child and now has escalated into an open war with his mentor and likely his closest allies"

"He's correct your majesty, already things are tense to say the least. For all we know this could make things even worse and cause this apparent nightmare of a future to come true, something I think we should all want to prevent" McCoy said as he kneeled down next to Ulysses and placed a hand on his shoulder "And you my boy, how are you feeling?"

"Tired…" Ulysses said as he rubbed his head in exhaustion "I just want to lie down…"

McCoy nodded before helping the boy up "I'll see to the boy gets some rest…"

"Of course" Medusa said with a nod and waited until Hank, Ulysses and Iso were gone before she let out a sigh "Karnak…what is happening to the world?"

"I do not know my queen…" Karnak said as he glanced out the window to see the lights of Manhattan, the SHIELD Heli Carrier hovering above it "I do not know…"

…

"Ugh this is the last time I decide to swim across the Hudson" Peter groaned as he pulled himself out of the water after spending the better part of an hour sneaking his way through the SHIELD occupied Manhattan island and then the ten minute swim across the river to the small Parker Industries warehouse set up here that housed some equipment he could stock up on before taking the spider-cycle parked inside and head up state and hopefully link up with Miles and Miguel before they leave for London

By his estimates, he has roughly sixteen hours, give or take and the drive up there will at best be a good fifteen hours, mainly because he'll be taking backroads to better avoid the numerous cameras set up at traffic lights, interstates and highways

"I'm tempted to say something along the lines of 'hopefully the worse is behind me, but that's just asking for the universe to throw another curve all at me" Peter complained as he made his way inside and began to quickly gather the necessary items he'll need before placing them in a back pack for him to use before making his way to his new spider-cycle and quickly activated the hologram feature which made it look like a typical Kawasaki and had his suit chance as well before placing his helmet on and walking his bike to the garage's exit

' _Here's hoping I'm not too late'_ Peter thought as he kick started the bike and quickly raced out of the building…

Meanwhile half a mile above him, a figure with a metal arm and a large red star on the shoulder was piloting a jet far more advance then the ones SHIELD was suing at the moment

" **Spider-man located…heading north at one hundred and four miles per hour"**

"Track him, he'll lead us to the other spider" one the man said as he begun to construct his rifle "Maintain altitude and avoid detection. I don't want SHIELD to know I'm here"

" **Affirmative** " the computer said as it carried out the man's orders

The man glanced down at the weapons he was going o use for this mission and closed his eyes as he inhaled slowly before exhaling just as fast "I'm sorry Steve…I shouldn't be doing this…but no one else will"

Bucky Barnes failed Steve once by not being there for him…he wasn't going to fail a second time

…

* * *

And done.

Next chapter Peter arrives at Miles and Miguel's location and contends with the Winter Soldier


	9. Chapter 9

Answers to reviewers questions or statements:

 **treyalexander63917** : No it wasn't

 **cornhoilo4** : The Squadron wont be appearing in this story, they'll get a mention and I'm considering having them show up in the sequel

 **CorvoKuro** : Yes Carol will hear about the new vision soon

 **Rider Paladin** : No Bucky in the comics and here is still a non-enhanced human. The only thing about him that's super is his metal arm. No it's not someone that's really if at all connected to the Spider-man mythos, well in canon at least. Here on the other hand they share a history with Peter's family, his mother in particular which will be explained when they show up and reveal themselves

 **Guest** : No Felica knows it was Otto who attacked her, she just doesn't care anymore and no that person wasn't Black widow and no Kitty isn't the mole

 **Guest** : Star Lord already knows that Kitty's turned on their side, their reunion will be coming up soon

 **LL** : To an extent, he can't kill Wolverine because of his healing factor and Adamantium skeleton but he could still dislocate joints, even tear limbs off, that's really as far as he gets in regards to holding back plus Wolverine never went for the kill when it came to Spider-man, so there's that.

 **Harbinger of Kaos** : Nope, wasn't Black Widow

 **Chaos Sorcerer** : You missed Maria Hill, aka director asshole. Ehh I figured that when Pete isn't around the two entertain each other and when Peter is around and one of them isn't, same and when all three are together well you get the idea. Clues to who the shadowy figure's identity will be shown until the big reveal and Logan will pop up a few more times. To an extent yes he's held back in his fights against Logan, mainly because as far as I can tell the two have never fought when Peter was in the black suit, Venom or otherwise so Logan has never really gone against Peter when he's not holding back. Peter will find out about HYDRA cap eventually and as for what the Inhumans plan to do, for now keep quiet about the vision.

 **curry-llama** : Thank you, always found it odd that it didn't really go into more depth about Miles possibly killing Steve and even then, where the hell did Peter go? He just like disappeared, made me wonder why since I figured he'd be the first to come to Miles defense

Disclaimer: I don't own any Marvel characters seen, mentioned or used

* * *

"Anyone home?" Peter called out as he finally arrived at the safehouse that Miles's family and Miguel were using

"Peter?" the voice of Miguel echoed from deeper inside the building before he suddenly appeared "We were just about to test out the portal thing, what's happened? And…why do you smell like shit?"

"Well Jessica found out that someone had snitched to SHIELD about my secret identity and more importantly Miles, which would explain just how they knew he was at the Baxter building and as for why I'm here so early aside from making sure you guys are still okay, well HYDRA came a knocking and me and some friends had to go swimming in a sewer line that was sadly filled with inbred mutated animal hybrids" Peter said as he closed the door and placed his helmet on a nearby table

"…You couldn't stop and take a shower first?" Miguel said as his face scrunched up as the odor from Peter really began to hit him, times like these enhanced senses sucked "Dear god man I've smelled dumpsters filled with corpses that were better than this"

Peter gave the man a scowl before Miles suddenly ran into the room "Peter-oh god what's that smell!? Did something die in here?"

Miles quickly covered his mouth and nose as he gagged a little "ACK! I can taste it!"

Peter just gave the kid a flat look before turning to a grinning Miguel who was struggling to hold his breath "Where's the damn shower?"

"Third door on the left" Miguel said as he nodded down a hallway to his and Peter's right "Though to be honest I think a call to the local Hazmat team would be the better option, full decontamination"

"Bite me…" Peter groaned as he made his trek to the bathroom, passing Rio on the way and gave her a small nod of greetings "Mrs. Morales…"

"Hello mister Pa-oh god!" she started before she gagged at the smell that hit her nostrils like a tidal wave hits a beach "W-Where have you been?"

"A sewer!" Peter grumbled as he closed the door and soon the sounds of thee showerhead coming on echoed through the air

It was at this time that Davis, having been down stairs to help Miles and Miguel with the teleporter appeared whipping his hands on a rag "I take it we're not going to be using the teleporter to beam your boss here?"

"Nope, now all we have to do is just wait for him to clean the wonders of a New York sewer line off himself and we can leave" Miguel said with a chuckle

"Huh, so that's what the smell was and here I thought it was because of Rio after eating at that Tai restaurant near our house" Davis said as he walked over and gave his wife a kiss on the cheek

"Keep talking buddy and you'll be sleeping on the couch for the rest of this on the run from the government fiasco" Rio gave her husband a dry look who responded with a simple shrug

The four proceeded to gather up the necessary thins they'll need for the next part of their little journey to London and then hopefully Symkaria. Miguel used this time to fill the Morales family in on why Peter was here so early, safe to say Rio didn't seem to happy that someone exposed her son's identity to a bunch of 'Paranoid secret Nazi assholes!', Davis on the other hand simply gave his son a subtle look that practically screamed 'I told you getting into this life style would come back to bite us in the ass'…

After a few moments Peter came out, now smelling far more tolerable "There, shower, cleaned, happy?"

"Yes" was the universal response

Peter rolled his eyes at this and had his suit reactivate and was just about to give thee word to leave when-

'Spider-sense' Peter thought before he suddenly yelled "Everyone one!"

No sooner did the five drop that a barrage of bullets began to tear through the windows and some of the walls

"What the hell!" Miguel yelled as he covered his face from being cut by the falling shards of glass

"Is it SHIELD?" Miles asked wordily

Peter crawled over towards the wall, ducking under several bullets that tore through it and peeked out a small bullet hole and searched for their attacker and quickly spotted them approaching

"No…worse" Peter said as he made out the form of the Winter Soldier, Bucky Barnes approaching

He then turned towards the rest with a grim expression under his mask "It's Barnes…"

"The Winter Soldier?" Miles said in fear while his mother wrapped an arm around him "One of the deadliest assassins in the world and a guy who's taken on Captain America and won?"

"Guess he heard about the little vision of you offing Rogers and decided to try and stop it…" Miguel said as he removed his shirt to reveal his spider suit and quickly slipped his mask on "I'll hold him off-"

"No I will" Peter said as he stood up, he knew that Miguel was a capable person but Barnes was a bit out of his league even though in terms of strength and speed he had the former assassin beat by leaps and bounds "You get Miles and his family out of here"

"What about you?" Rio asked as Peter approached the door

"…I'm gonna bag me a buck" Peter said before he kicked the door out and sent it flying towards Barnes who quickly rolled out of the way and took aim at him, his finger on the trigger, ready to pull at a moment's notice

"Move…" Bucky said in a calm tone

"Alright then, I'll move" Peter said as he began to slowly descend the steps and approach Bucky who tensed at the action "You don't mind if I move towards you though, do you?"

Bucky's response was a shot at Peter's feet, stopping his approach and causing them to stare each other down intently, waiting to see what the other's first move will be

"My fight isn't with you Parker" Bucky said tensely

"Bucky, your threatening to kill my protégé, so yeah it is" Peter growled out

"I'm not going to kill him" Bucky said as he kept his gaze on Peter

"Really? That uh little bullet storm of yours just now says otherwise" Peter hissed

"You and him would have sensed it coming before I even pulled the trigger" Bucky argued

At this Peter's fists tightened as he glared at the former sidekick of Captain America "Bucky…I'm only going to say this once…leave now!"

Bucky's response was to open fire on Peter with his rifle, which Peter dodged with ease as he sent multiple web bullets towards Bucky who quickly leaped out of the way and continued to return fire with his rifle. Peter narrowed his lenses at the weapon and quickly shot a web line out towards it and snagged it by the side, Peter grinned when he saw Bucky reach to tear the webbing off

' _Heh, sucker'_ Peter thought as he activated his custom made 'bug zappers' and set them on high

Bucky yelled in pain as the electricity rushed through the web and into his metal arm and into his body. Peter used this moment to pounce on the decades old assassin and delivered a painful punch to the man's temple

Bucky's vison briefly went dark as Peter's fist connected painfully with his skull and sent him flying across the yard. He landed in a roll and came up to see Peter about to grab him, Bucky in reflex shot his arm out and aimed to punch the wall crawler in the head…only for Peter to reach out and stop his fist with his hand and began to slowly lower the metal limb with painful ease

"Really? I lift cars on a daily basis…" Peter said dryly as he blocked Bucky's other punch before lifting the man over his head and slamming him into the ground with a heavy thud, knocking the wind out of the deadly Thunderbolt member before kicking the man away further towards the woods and away from the house that the Morales family and Miguel were hopefully getting out of as fast as possible

Bucky let out a pained groan as he tried to push himself up only for Peter to slam his heel into the man's head, driving it into the ground

"Stay down…final warning" Peter said in a hard tone

"Heh, you gonna kill me?" Bucky said with a grunt

"No…but I will break your legs and rip that shiny arm off if you keep pushing it" Peter warned as he applied more pressure onto Bucky's skull

"Well…it's a good thing I came prepared" Bucky growled out as Peter's spider-sense went off and he was greeted to the sight of the Thunderbolts jet decloaking…and aiming it's weapons at him

Bucky used this moment to jab Peter in the ankle with his other elbow before kicking the man back several feet while he rolled away, the jet used this moment to attack. Peter quickly leaped out of the way as several bullets from the aircraft's guns shot towards him

"Cartridge three…" Peter voice commanded his web shooters to select his bug zappers and took aim at the aircraft and shot a several web lines towards it and activated the electrical current running through it in an attempt to fry the air craft's systems

The jet banked to the left as power in it's left thrusters dropped and nearly took Peter with it, thankfully he dropped the line when he saw it start to lean. He turned just as Bucky's metal fist slammed into Peter's face, causing him to briefly see stars before he felt the limb impact against his face again and again

Bucky didn't let up as he continued to assault Peter with his metal arm and ended his barrage with a heeled kick into the man's face, sending him tumbling back before Bucky planted his knee on his chest with his metal hand raised, ready to deliver another punch that will hopefully render the older spider unconscious when-

 **TWIP!**

 **TWIP!**

Bucky looked over his shoulder to see another spider themed hero, this one different to the one before him and the one that was supposed to kill Steve

"So you're the one from the future?" Bucky muttered before he grabbed the web lines attached to his shoulders and then yanked them and the man towards him

"Whoa!" Miguel said, taken back by the strength the man possessed before he angles his body so that his feet connected with Bucky's metal arm, denting it slightly and sending th man flying back and off Peter

"Thanks…" Peter said as he shook his head in an attempt to clear his vision before realizing that he tasted blood and his nose hurt like hell "Damn, think he broke my nose"

"Allow me to return the favor" Miguel said as he activated his talons before leaping at Bucky who was just barely able to dodge the clawed swipe from the future spider themed hero

He sent a kick towards the man's solar plexus that was just barley blocked by his arm before Bucky headbutted the man, both wincing slightly from the impact before Peter suddenly appeared between the two and backhanded Bucky away

 **THOOOM!**

"GAAAAH!" Bucky yelled in pain as he slammed into a tree trunk with enough force to shake the entire thirty-foot-tall plant and cause several leaves to fall

Bucky slumped to the ground with a groan as he saw his vision blur and his head pounding from the impact of Peter's smack. Any harder and Bucky swore that his neck might have broken, he glanced up at the two spiders with a glare

"You're only making this harder on yourselves" he hissed

"Really, how?" Miguel said with a snort as he gestured Peter and himself "We're not the ones getting his ass kicked"

At this Bucky held up a small switch and pressed it, smirking darkly at both men

Peer felt his spider-sense begin to tingle while Miguel shot his precursor a confused look

"Uh what the shock is that supposed to do?"

Peter glanced towards the down jet and released that his spider-sense was going off because of it

"GET DOW-"

 **KRABWOOOOOOOOOOOMMMMMMM!**

Both men were sent flying by the explosion that erupted from the jet and blanket the area in molted metal, dirt, rocks and bits of burning tree while Bucky hit the ground and slipped his custom goggles on and activated them

He took a quick look of the area and saw several heat signatures inside the cabin while from the looks of it, both the older Spider-men were down. Bucky pushed himself up and drew his side arm before he began to slowly approach the structure

' _Sorry kid…but I'm not going to lose Steve a second time'_ Bucky thought as he clicked the safety off his side arm before entering the building

…

Miguel let out a pained cough as he pushed himself up and glanced around to see that he was surrounded by burning pieces of the jet that Bucky blew up along with a few burning chunks of trees

He saw Peter not too far from him, face down and not moving. He quickly crawled over to the guy and slowly placed him on his back

"Peter, Peter, aw shocking hell, please tell me your oak-" Miguel frantically started only to be interrupted by several gunshots followed by the screams of Rio and Miles

"SHIT!" Miguel said before he shot up and sprinted towards the cabin "DAMN, DAMN, DAMN!"

He entered the cabin to see Bucky being kicked into the wall by Miles, in his suit, in front of his parents. His dad was down and his mother was shaking him franticly, begging him to get up

Miguel felt rage overcome him as he suddenly launched himself at Bucky and tackled the man through the wall of the cabin and out the other side

 **KOOOOOOM!**

Miguel heard Bucky scream in pain and the man out of time could feel the ribs in Bucky's side give as his head slammed into them as they crashed into the ground. Not to be taken out so easily, Bucky elbowed Miguel in the face with his metal arm and used his legs and lower body strength to kick the dazed Miguel off before drawing a knife and stabbing the dazed man in the shoulder

"AGH!" Miguel growled in pain before he sent a talon swipe into Bucky's face, had he not had his goggles on and lower face mask at the time, Miguel would have likely clawed out an eye and split his cheek and lips open

Bucky however didn't let that stop him as he reared his metal arm back and sent the mother of all hay makers into Miguel's face, snapping the man's head to the side. Miguel responded by grabbing the next hit and began to apply all of his physical strength into the grip and was rewarded to the sounds of metal crumbling in his steel hard grip

Bucky growled in annoyance before he tore his hand free and gripped Miguel by the throat and began to squeeze it with his damaged limb

Miguel tried to pry the man's hand off but Bucky gripped the handle of the knife still buried in Miguel's shoulder with his normal hand and twisted the blade

"ACK!" Miguel shocked out in pain as his vision began to blur and oxygen was cut off

"I'm sorry…I wish he didn't have to be this way…" Bucky said with some regret as he kept up the pressure and just as it seemed that Miguel's neck was about to give, a red and blue blur suddenly slammed into the former side kick of Steve Rogers

Bucky rolled with the hit and came up just in time to see a glowing fist meet his face before his world went dark

…

* * *

And done

Next chapter, the aftermath of Peter and Miguel's fight with Bucky Barnes…


	10. Chapter 10

Answers to reviewers' questions or statements:

 **Darkiller** : The idea has crossed my mind from time to time but I haven't plans to make one yet

 **Rider Paladin** : Sadly it's going to take the death of someone or near death like in the comics for this thing to end, won't say who's or how but it's coming and it'll be tragic, maybe not the end of Logan tragic but gah it's going to suck reading it because you'll be thinking there's no way this is how it'll end. So buckle up, it starts to go downhill from here on out

 **Arrankor** : One on one Peter would have beaten Bucky without too much trouble which he did until the jet popped up and gave Bucky a slight edge but Miles and Miguel aren't as capable against him and would have struggled a bit more, one because their still young and inexperience and the other doesn't have a spider-sense so he won't be able to dodge as well. Bucky only lasted as long because he brought a jet to the fight and even then, that didn't last long and he had to blow it up so I say it was balanced enough but in the end he was going to lose, the real goal was to at least take out Miles before he could possibly kill Steve in Bucky's mind

 **TheOneAndOnlyAwesomeGuy** : Yes he knows the Way of the Spider, it's what's been helping Peter take on such skilled people and as many and hold his own

 **cabrera1234** : It's not Maria or anyone in SHIELD at the moment

 **Redrangerlegacy** : Nah after what he just tried to do, Peter doesn't want him anywhere near Miles or his family.

 **marveldcfan** : Yes it was a woman that Logan was talking to

 **Chaos Sorcerer** : Yeah it does get annoying when this fresh face guy can beat someone that's basically the peak of skill and experience and he still loses, ugh anime is the worst offender like Naruto, I mean it really expects me to believe Sasuke could take on even one Kage let alone four of them and hold his own? Peter however has a decade of experience to back him up and the power to match it, plus he's faced people like Elektra and Wolverine in the past and walked away so up against Bucky isn't impossible especially when he's giving it all this time around, or close to it. Spider-man is currently at around ten tons maybe a few above that. The shadow was a woman who will appear next chapter. We'll see what's going on with Jessica, Kitty and Bobbi next chapter too. I think Miguel doesn't have a spider sense because he didn't get his powers from a spider bite, Jessica doesn't have one either because her abilities came from some HYDRA experiment

 **superspiderfan** : No Hope won't be showing up in the story, mainly because I have no idea where she is at this point in time. Some X-men will be siding with Peter but the Inhumans have since pulled out of the conflict in terms of actively participating. We'll see who the person that Logan was talking to next chapter and it was a woman

Disclaimer: I don't own any Marvel characters seen mentioned or used

* * *

"How is he?" Maria Hill asked as she came to stand next to Carol Danvers as she looked at the unconscious form of Peter Parker strapped to a medical bed with several screens monitoring his vitals

Carol let out a sigh "A bit knocked up and a few fractures in his skull, left arm, a broken nose and the roof of his upper jaw was split, the doctors also fished out some shrapnel from the Thunderbolts jet when Barnes blew it up"

Maria let out a whistle "Damn…and the future spider guy, how's he doing?"

"Aside from some severe bruising on his throat, a few broken ribs, cracked shoulder blade an a rather serious knife wound to his shoulder that's severed several nerves he's fine" Carol said as she turned away from the form of Peter and began to make her way down the hall to the holding cells "I was almost too late to keep Barnes from killing him…"

"Thought Ulysses had gotten better at predicting things in advance" Maria said as she followed after the leader of Alpha Flight "You know so we won't end up late for whatever crime or disaster is about to take place"

"He has but according to the Inhumans, he's been going through some issues and their taking a toll on him" Carol said as the two passed another medical room that was holding Miles's father who aside from a cracked skull was recovering fine

"Any idea what those issues are?" Maria asked with a frown

Carol shook her head "Medusa was less than willing to give much more than that. She only mentioned his vision of Bucky killing Miguel because she was smart enough to know that Peter and likely Miles would have taken him out which in turn would have dragged Rogers and Tony out of hiding and well…guess she didn't want to possibly risk the vision of Miles killing the Captain coming true"

"Well I guess it's a moot point anyhow, kid's caught and we're waiting for someone to pick him up and transfer him to a more secured facility until we're sure he can't somehow kill Rogers" Maria said as she placed a hand on Carol's shoulder "Get some rest, you look like you need it after what's happened the past few days"

"Yeah…sure" Carol said with a nod as she turned down a hall and headed towards a room that was cleared out for her

Maria watched the woman go before turning to one of the SIELD agents that was following them "Move both Spider-men to a more secured room, I don't want to risk them getting free but the priority is Parker. I want him more secured than the damn Hulk, understood?"

"Yes ma'am" one of the agents nodded before turning on his heel and heading back down the hall

She then turned and began to make her way down to the detention levels of the Heli Carrier _'Now let's see where it is that mister Barnes had hidden that cosmic cube of mine…'_

Had Maria or Carol been paying attention to the agent that the current director of SHIELD just issued orders to, they would have realized that he looked a lot like an agent that was killed over three years ago in a raid gone bad against HYDRA…

…

"This is just ridiculous!" Aunt May said in a frustrated tone as she paced back and forth in her home while her husband Jameson senior sat on the sofa and watched his wife vent and Bobbi gazed out the window towards the distant forms of the three Heli Carriers. On the chair next to the couch Jameson sat was Jessica Drew who came over a little over an hour ago along with her son who she was now breast feeding.

May suddenly turned towards Jessica "Can't you talk some sense into that woman! She's your friend!"

Jessica sighed at this "I've tried May, hell I thought Banner's death and me putting her through several of Alpha Flight's space station floors would be enough for her to realize that nothing goods from trying to do this sort of thing but she's dead set on this whole preventing these future crimes from happening…no matter the cost"

"Even if it means imprisoning a child?!" May said in disbelief

"Yes" Jessica said as she casted a glare towards the three Heli carriers in the distance "In her mind, she's somehow protecting him from committing the act and saving Captain America at the same time"

"How?" Jameson said with a frown "I mean he's Captain America and no disrespect to young Miles but Rogers has faced greater beings then that boy and won and even then, we don't know for certain if he even delivered the killing blow. For all we know Rogers was fighting someone or something else and it ended up beating him to the point that even I could take him!"

"Oh dear, you couldn't be bothered to hurt a fly" May said with a shake of her head

"Well considering my step nephew is a spider, I've come to appreciate things of the arthropodin nature lately" Jameson said with a short chuckle

"The Heli Carriers on leaving" Bobbi said suddenly as she watched the three hovering warships beginning to ascend higher into the air and head out to sea

"That's good…right? Maybe they're being redeployed somewhere else like because Ulysses had a new vision and Maria's redistributing her forces or something?" Jessica asked while she adjusted her grip on Garry who let out a giggle as he snuggled into her

"Possibly or…" Bobbi said with a growing sense of dread

"Or?" May asked with worry

"…Or they've gotten what they've come for" Bobbi said in a grim tone as she made her way to her bag and began to search for her communicator

"What are you doing dear?" May asked as she watched the blonde super solider pull out a small SHIELD com link and bring it towards the table and began to dismantle it and try to hook it up with her Web Ware

"See what's going on up there" Bobbi said as she began to attach and cross circuit things "SHIELD's by now locked me out of the system but I still know a few loop holes in their coms that I might be able to exploit"

"Here let me help" Jessica said as she sat up and handed her son to May who tapped him on the nose and caused him to giggle in delight as he tried to grab her digit to either suck on or simply grip

"Uh ladies…" Jameson said as he looked out towards the window

"Yes?" the two asked simultaneously

"Uh I think there's someone here to see you" Jameson said as he pointed towards the window

Jessica and Bobbi both turned to see who it was that Jameson was talking about and saw the floating form of Nova

"Nova?" Bobbi asked as she stood up and approached the window and entered a series of commands into a small little panel by them and had a small portion recede "What are you doing here kid?"

"It's Spider-man, all three of them!" Nova said in a panicked tone as she pulled out his phone to show pictures of a beaten and unconscious Peter and Miguel and the Morales family being escorted on to SHIELD Quinn Jets "SHIELD's got them!"

"…WHAT?!" Aunt May nearly shouted in shock while Jessica and Bobbi paled and Jameson let out a groan and muttered something along the lines of 'Seriously who did that kid piss off to get this kind of rotten luck?'

…

Peter let out a groan as he found himself waking up to a sore body and what felt like heavy restraints covering his arms, legs and torso. He blinked several times in an effort to focus and saw that he was in what looked like a SHIELD medical room

"Great…SHIELD has me" Peter said with a dejected sigh as he saw that he was now likely a prisoner...and with his luck so were Miguel and Miles "Dammit!"

He was broken out of his internal musings by the arrival of three SHIELD agents. Two of them were clad in tactical gear and armed with automatic rifles while the apparent leader was clad in the black body suit that most agents in the international agency wore

"Mister Parker, I'm here to escort you to your cell" the lead agent said as he gestured for the two armed guards to train their weapons on him "Try not to put up a fight, you're in the middle of director Hill's personal Heli Carrier almost two miles in the air and slowly making its way off to sea. You'll find that mister Morales and O'Hara are both retrained and secured as well and that their safety depends entirely on your behavior, am I understood?"

Peter narrowed his eyes at the man as certain restraints, mainly the ones securing Peter to the bed were removed, while the rest kept his arms and legs restricted "Yeah, play nice or they get hurt"

"I'm glad you understand, but please don't take this the wrong way. We're only trying to help" the agent said as he helped Peter off his bed "Come on, we have a bit of a walk ahead of us"

"Great" Peter said with a roll of his eyes as the agent gently pushed him forward "I get my nose broken fighting an international assassin, get nearly killed by his exploding plane and now you want me to run a marathon through a flying air ship and if I step out of line even once you'll hurt my friends. You sure you're the good guys?"

"Keep quiet!" one of the armed guards snapped as they led Peter and his handler out of the medical win of the Heli carrier and towards a nearby elevator

"Now, now" the leading agent said with a disarming grin "No need to get your panties in a bunch, he does make a very valid point"

The four soon got on and the agent selected a floor at random "Now before we go any farther then this I have to ask mister Parker, how are you feeling?"

"Like I can take on Galactus" Peter said dryly as he glanced at the three men and secretly began to plot how they hell he was going to take them out and find a way to get him, the Morales and Miguel out of here

"Well then it's a good thing you won't have to, after all… two SHIELD agents can hardly be called a challenge in this day and age" the man said to Peter with a chuckle before suddenly he kicked his leg out and slammed it into the skull of one of the armed escorts while he hit the stop button on the elevator and grabbed the other stunned guard and drew him into a headlock and began to cut off his air supply with his arm

The other guard made to shoot at the apparent traitor when suddenly he was knocked back by Peter before being pinned to the wall by the false agent's foot pressing down on his throat. Peter stood back and watched his apparent rescuer slowly began to change before his eyes into a very familiar a very alluring blue skinned, white clad woman…

"Raven!?" Peter said in complete shock as he saw it was the infamous Raven Darkhome aka Mystique aka his old babysitter that had saved him

Mystique casted a casual glance towards Peter as she finally released the now unconscious agents and placed a hand on her hip "I thought I told you to stop calling me that Parker…"

…

* * *

And done

Next chapter…Jail break...and rescue?


	11. Chapter 11

Answers to reviewers questions or statements:

 **chuky700** : I've seen ones where she was like a godmother or something to him so I figured I'd try it out but give it a unique twist.

 **treyalexander63917** : No the thing with Mystique isn't Canon, be funny if it was because then when Peter next see's Mystique in the comics he can be like 'Hey, it's my old babysitter, she used to read me bedtime stories when she wasn't trying to make me pro-mutant and anti-human!'

 **Kite** : Yes he knows her enough to call her that, but she's not particularly fond of the name even though a tiny, little part of her is deep, deep, deep, deep down is. Rouge came after Peter since I think he's older so after he became too old to need a babysitter we can say she stumbled across Rouge and she took her in because of her close relationship with Peter, which will be explained

 **Guest** : Nah he won't be going all Dark Knight Returns which does give me an interesting idea, well that in using a sort of older more jaded Spider-man who's coming back out of retirement to face down both old and new foes. Screw it I'm going start writing something like that up

 **Mythfan** : If there wasn't a wild card in this story beforehand, there's is now in the form of Mystique

 **Redrangerlegacy** : Possibly

 **marveldcfan** : No Rogue came after Peter and she's unaware that Mystique and Peter were that close back then

 **LL** : No it's not canon, being kind of neat if it was because the situations that would cause would be interesting. Despite what the movies show about Mystique, she and Magneto have really only interacted a handful of times, they know each other more by reputation then on any personal level, she's never really joined his side and if she did it was fairly brief. Yeah but with Peters luck, people who can manipulate it to be better or those good luck charms and spells would somehow backfire and give him even worse luck, be funny though

 **Jestalnaker94000** : Yeah, Carol was pretty awesome back in the day, especially when she first started off as the new Captain Marvel but ever since she was put in charge of Alpha Flight and all that I feel like she's getting worse, like as a person you know? Oh Mystique's brought more than her A-game to this fight, she's ready to bring the whole place down.

 **Rider Paladin** : What do you mean gone better? Like the chapter could have better execution, been longer? Well I'll admit it could have to both, that last one was challenging for some reason. Part of the reason she's here aside for Peter is well to just stick it to Carol, these two have a less than fantastic history. Mainly it's because Mystique killed Carol's love interest back in the day or one of them, it was a guy that was helping her with this dual identity issue she had going on. Yeah still finding it odd that Peter's still able to convince his Aunt May that he's not Spider-man, I mean it's making it seem like she's some old soft hearted woman that won't be able to stand it, she did before the whole One More Day thing!

 **Spider-Ninja0117** : Yeah not too sure why Miguel and Jessica don't have a spider-sense in canon, I mean Miles has one, Silk has one and I think Spider-girl did but I can't remember. I think it has to do with a strong connection to the web of life or something but then again Jessica can sort of fly and has venom blasts and Miguel has talons and venomous fangs, guess Marvel thought 'eh they have plenty of powers to make up for the no spider-sense'

Disclaimer: I don't own any Marvel characters seen, mentioned or used

* * *

"Oh, sorry" Peter said with a wince as he remembered that she was never too fond of being called that, well when he was a kid yeah but now it just sounded weird to her apparently "But wait how did you get here, hell why are you even here in the first place?"

"I'm a shapeshifter with decades of experience infiltrating governments or intelligence agencies figure it out genius, as for why I'm here, it's to rescue you while at the same time sticking it to the marvelous Captain bitch" Mystique said the last part with a smirk as she reached down towards more of Peter's retrains and began to remove them "We need to move, we don't have long until they realize what's happened"

"Uh pretty sure they can see just fine" Peter said as he nodded towards a small camera in the corner

It was then Mystique held up a small little device with several glowing lights on it "This is currently looping the footage the guards are seeing. Instead of seeing me kick the hell out of their men, they're watching us get off the elevator and watching several others get on"

"Where'd you get that from?" Peter asked as Mystique removed the last of his restraints

"The armory, you'd be surprised by how bad their security is in there and how no one seems to realize that I'm using the forms of agents that have been dead for years now" the red headed woman said before hitting the start button and selected a new floor for them to get off at "Come on, they've already moved your protégé and successor to their respective holding cells until a SHEILD transport arrives to escort them to a more secured facility"

"What about Miles's mom and dad?" Peter asked as the two got off and saw the hallway was empty "We can't just leave them here!"

"…If there's time, we'll get them out" Mystique said before she suddenly shifted into the form of a random SHIELD agent and reached own towards one of the unconscious guards' and began to remove his gear before throwing it towards Peter "Here, change into this, we'll get farther with you disguised, assuming you don't open your mouth at all"

She then pulled out a small device and dropped it in the elevator before closing the door and turned to see Peter eyeing her suspiciously "What?"

"What was that?" he asked with a frown

The blue skinned woman rolled her eyes "It's not going to kill them, it's just going to make sure no one can use this elevator any time soon, now hurry up and get changed"

Peter nodded before he looked around and to his relief, a restroom nearby and made his way inside…followed by Mystique. Peter casted her an annoyed glance

"Can a guy change in peace?"

"Peter, I've seen you naked as a baby when I cleaned and bathed you, and when I helped you lose your virginity" Mystique said with a blank expression

"…That's beside the point!" Peter grumbled as he began to slowly dress himself, letting out a hiss or a groan as his injuries would flare up every once in a while, "Gah, how the hell do they operate in these things? It's itchy, rides up in places I didn't think possible and it smells like it hasn't been washed in a week!"

"When you're done moaning, and groaning about SHIELD's choice in attire, we have some friends of yours to save…even though personally I'd say to hell with them" Mystique said the last part quietly to herself as she turned to leave "Stick close to me and keep quiet"

"Yes ma'am" Peter said with a snort as he slid on the helmet and pulled the face mask up "Say uh, how do you plan to get us out of here anyway? I mean according to you, we're like two miles in the air over the ocean and uh, I didn't bring a life jacket…or my Spider-jet…or rocket"

"I already have our extraction worked out" Mystique said with annoyance "Now shut up!"

Peter grumbled to himself as he followed the disguised mutant. He'd be lying if he wasn't a little apprehensive that she was here. After all, when Mystique comes out to play, bodies tend to pile up faster than Deadpool and the Punisher combined can barely match.

Plus, they haven't really talked in years, sure they've crossed paths but those were usually during really big battles and when others were present. Aside from Logan, both the one Peter knows and likely the one still walking around from some alternate future, no one knew that Peter's mom Mary and Raven were close…real close…well until something happened which caused their split and for his mom to hook up with his dad a year later and well boom here he is

' _Wonder if she'll ever get around to telling me what went down between her and my mom…I mean it couldn't be that bad, at least on her side if she was willing to look after me after I was born…even if she did later admit to planning to kill my Aunt and Uncle after I gained my spider powers and take me under her wing and possibly raise me to be her lover…'_ Peter thought as he and Mystique walked down a paced hallway filled with SHIELD agents and…

"You've gotta be fucking kidding me" Mystique muttered as she and Peter saw up ahead the approaching forms of Venom, Groot, Spectrum and Captain Marvel

"Please resist the urge to kill her" Peter whispered silently to the mutant terrorist next to him that's had a less than stellar history with the human Kree hybrid

"Only if you can make sure that Venom doesn't recognize you!" she whispered back sharply as she looked to see a hallway to her and Peter's left and gestured for him to follow

The duo quickly made their way down the hall, passing several more SHIELD agents before they came to another inner section. Mystique mentally mapped out where they were and frowned when she realized that they would have to pass through the crew's quarters to reach Miles and Miguel's current residence. She glanced at Peter and saw that he was leaning against the wall a little

"You alright?"

Peter nodded as he still felt a little dizzy "Yeah, just still a little sore is all. Who knew standing next to an exploding plane could hurt?"

Mystique rolled her eyes at this before she removed a small device from her belt and activated it "Miles and Miguel are still a long ways off and it's only a matter of minutes before those men in the elevator are discovered. We need a distraction, several in fact"

"What do you have in mind?" Peter asked carefully

The mutant terrorist glanced towards him with a dark grin that was somewhere between hot and terrifying "You didn't honestly think I came here, alone without first telling a few others that had a vested interest in you and your friends' freedom, did you?"

"Well who'd you call or bring?" Peter asked with interest before it was quickly replaced by some fear as Mystique smirked darkly at him

"You'll see…"

…

"I'm telling you man, this is complete crap!" and agent complained as he and his friend were making their way through the Heli Carrier's main hanger, filled with numerous air craft.

"What? The fact the hero community is tearing into itself again or the fact that your favorite hero is currently locked up and is about to be booted off to some prison facility?" the other agent asked dryly

"Both!" the man complained before they both heard something shuffling around in one of the nearby Quinn Jets

The lead agent narrowed his eyes slightly "What was that?"

"Two pilots getting frisky again?" his friend replied as they approached the jet with their hands drifting to their side arms and just reached to unlock the air craft's door when it suddenly opened

 **SNIKT!**

 **SNIKT!**

"Evening ladies…" a man with long dark hair grinned darkly as he steeped further into the light showing he was clad in a suit that was similar to the late Wolverine's and his current successor but with two large differences. The first was that the suit was red and black instead of yellow and blue, second the suit had no sleeves on it and his claws which were on display were bone, two erupting from the between the first and third knuckles of each hand and one from underneath the wrists

The two agents paled as they quickly recognized the man, Akihiro or more commonly know as-

Daken the son of the late Wolverine and every but as ferocious if not more so then the Canadian mutant

"Would either of you mind pointing me to the nearest restroom? Been coped up in here waiting for my sort of warden to give me the signal to leave and tear shit up in here" Daken said as the two men drew the weapons and aimed at his head "Could have just said no…"

And then, he charged

…

Steve Rogers held back a frown as he, Tony and T'Challa watched footage of Bucky Barnes and the three Spider-men being escorted into several SHIELD Quinn jets.

"Do we know who sent this?" T'Challa asked

Tony shook his head "No, I had PEPPER try to trace it but it started going through hundreds upon hundreds of routers, dummy accounts to the point it'll take days for her to finally trace this thing's origin"

"So what do we do?" Steve asked as he turned towards the two men "We can't just sit in here twiddling our thumbs while Carola and Maria lock up an innocent kid and out friends"

"I know, which is why I told everyone to load up and prepare for an all-out assault on Maria's Heli Carrier group" Tony said as he cracked his neck "And if I'm right, then Miles's friends will be there too"

"Do we have a plan of attack?" T'Challa questioned

Tony glanced towards Steve who nodded before bringing up the images of Maria's Heli Carrier strike group "So far we've been able to conclude that the three spiders and Barnes are on Maria's personal ship. Along with most of Carol's people. Originally, I was hoping to lead a small strike team to rescue them after they leave and the Heli Carrier group splits up, but right now it looks like they're staying together"

"Hmm…" T'Challa hummed as he studied the images before a thought crossed his mind "Do we know the whereabouts of the Thunderbolts?"

"No, but I'm willing to bet whoever sent this to us, may have shown it to them as well. Which means we may end up having some much needed back up or a third party to contend with" Steve said as his mind began to race through the possible outcomes of this raid

"First things first, we draw the heavy hitters away from the Carriers" Tony said as he brought up the images of Spectrum, Storm, Blue Marvel, the Human Torch and Jean Grey "Once that happens Steve, you and T'Challa can sneak aboard and get Peter, Miles and the future guy out of there"

"Assuming he hasn't already broken out by now and escaped with them" Steve pointed out "Peter's likely not going to be sitting idle in there"

"True but given his injuries and Maria being somewhat competent, I don't see him getting out of whatever cell she's thrown him into without some outside help or he somehow regains the power of Captain Universe again" Tony said as he cupped his chin in thought "Which come to think about it, how the hell is he able to gain that but can't life Thor's freakin hammer?"

"Either way, we need to get them out of there" Steve said as he turned towards T'Challa "Get the other's ready, we leave in twenty minutes"

The king of Wakanda gave Steve a slight nod and turned on his heel and made his way towards the rest of the people who sided with Tony, leaving said hero and Steve alone to stare at the images of the three Heli Carriers and the list of heroes that are confirmed to be there

"You know Steve, they're going to fight tooth and nail to keep us from getting him out of there" Tony said as he rubbed his brow in exhaustion, this conflict was really starting to take it's toll on him

"I know, but I'm not going to leave that kid to be locked up for something he might or might not do Tony. Plus, they have Barnes now…they've just made this very personal for me" Steve said as he studied the images before he let out a tired sigh "Jesus Christ Tony how the hell are we doing this all over again? I thought we learned our lesson the first time!"

"Yeah well you know what they say Cap, history has a habit of repeating itself" Tony said as he turned to leave "If you need me, I'll be getting my armor ready, something tells me I'm going to need to bring out the big guns this time around"

Steve let out a grunt of acknowledgement as he kept staring at the images before him as his mind ran over the events that have transpired up until now. Peter was beginning to prove to be more of a wild card then he anticipated, while he always knew that the chances of him entering this conflict were high given his protégé was involved, what he didn't expect was his joining the fray to be this big

' _Even after all these years…he still finds a way to catch me by surprise'_ Steve thought with a small grin as he stared at the image of Peter being escorted into a Quinn Jet _'Based on his injuries and the strength of his healing factor, he'll still be recovering for another few days and this is assuming he won't be trying to find a way out and rescue the others…'_

Originally Steve was planning to sneak aboard the Heli Carriers to rescue Bucky, partly out of sentiment and mainly to uncover the location of Kobik, the sentient cosmic cube that his plan hinged on re-acquiring

' _Looks like I'll have to deal with Peter too…before he becomes an even larger problem down the road'_ Steve thought grimly as he turned away from the screens and left for his room to retrieve his shield and the rest of his gear…along with something else that Steve uncovered when he took an hour to explore this bunker that Tony's side had been using the past few days to recover

…

* * *

And done

Next chapter, all-out war as we enter the final stretch


	12. Chapter 12

Answers to reviewers' questions or statements:

 **MCRasengan** : Yeah while Peter's side won't have major power houses on his team, he'll have some people then are more than capable of holding their own against the god like beings on Tony and Carol's side

 **Spartan of Chaos** : No, at some point Mystique helped him regain his healing factor and his eye and arm eventually regrew. At least in this story

 **cornholio4** : Oh there will some backlash, part canon and the other from the results of this fight that's about to break out. Carol's always wanted to be the most popular hero on earth and the most well-known…she's about to get her wish in a way she never imagined

 **Exiled Soul Nomad** : Nah, not until the sequel I'm afraid

 **Jestalnaker94000** : Tony's built armors that have allowed him to take on beings of that magnitude in the form of the Galactus armor which could in theory total those two into the ground, the issue here is he's not as rich as he used to be so he doesn't have the same resources to pull that off and even the armors that he made for Hulk and Thor didn't last long against the guy they were built to fight. Still it wouldn't kill him to add some Adamantium or Vibrainium to them, I mean he knows the king enough the he might possibly give some and he likely has the means to make his own Adamantium

 **Guest** : I have plans to make a Captain Marvel x Spider-man story and as for Mary being bi in this story, she was.

 **SummerSpyder** : She slept with him

 **Incarnate47** : I'll have Peter and Mystique both mention that time both here and in the sequel which will have more, some were funny while some were a little darker.

 **Rider Paladin** : Oh okay, just checking cause. As for Peter and Mystique's interactions being awkward, yeah it's the angle I was going for because she's like an ex who just also happened to have been your babysitter and sort of best friend and lover to your mom in her younger years before you found out she was a homicidal Mutant terrorist with a body count spreading over a hundred years. Yeah by now Daken has gotten over it, I mean he doesn't strike me as the guy to hold a real grudge well barring the one against his father which seemed to have cooled a bit before Logan's death. As for who the friends are, they aren't really her friends but more unknowing allies in the forms of Tony's side and Jessica and Bobbi's team that's going to get a slight increase in members

 **Kival737101:** Possibly

 **CRUDEN** : It's possible, but I haven't read or seen anything like that outside of fanfiction. Maybe in an alternate reality she is like Ultimate Marvel or something

 **Kite** : I'd say between seven or eight chapters left, might make it nine. But five of them will serve as the final battles that'll go down and the last two being a sort of epilogue that will show the results of this conflict

Disclaimer: I don't own any Marvel characters seen, mentioned or used

* * *

"So how long until we get there?" a young Cyclops asked as she, Silk, Kate Bishop, Ms. Marvel, Riri and Nova sat in the seats of a recently borrowed Quin Jet that was currently being piloted by Jessica with Bobbi as her co-pilot

"Five minute less than the last time you asked" Silk said dryly as she folded her arms across her chest and let out as sigh as the Quin Jet jostled a little from turbulence

"We're several minutes out Scott…" Jessica said as she adjusted a few settings on the aircraft while Bobbi listened in on the radio chatter going on between the three Heli Carriers

"Odd…" the blonde said

"What's odd?" Jessica turned towards the woman with an inquisitive look

"Someone's snuck board Maria's carrier and is apparently tearing shit up, hold on I think they have a description…" Bobbi said as she listened in more before her eyes widened in slight shock "…Damn"

"What? Do they know who it is?" Jessica asked as she mentally ran through any people that she's aware of and still alive that could infiltrate a Heli Carrier and attack it

It was then the former liaison between Parker Industries and SHIELD glanced at her friend "It's Daken…"

"Who's Daken?" Silk asked with confusion while Kate paled

"Daken's…the son of Logan" the purple clad archer said with a shudder as past conversations with Clint about the man came to mind

"So like Laura?" Scott asked only for Kate to shake her head

"No…Laura knows restraint and mercy, Daken…he doesn't even know the meaning of the word" the archer said which in turn caused the other younger heroes to pale while Silk let out a low whistle

"He doesn't have an Adamantium skeleton, does he?" Riri asked as she made some adjustments to her iron armor "Because I don't think my suit's really equipped to handle that kind of thing…like ever"

"No his bones and claws aren't coated like his father's were, at least last time I checked…but that doesn't make him any less dangerous" Jessica said with a frown before she looked at Bobbi "Does something seem a little off to you?"

"What do you mean?" Bobbi asked

"This, here we are on our way to try and hopefully succeed in saving Peter, Miles and Miguel against overwhelming odds that I'm only thirty percent confident in beating and just as we get within what five miles of the task force, Daken just randomly appears after being missing in action for over a year on the very Heli carrier we're hoping to get to and hopefully softening the defenses enough for us to get in" Jessica pointed out

"Hmmm when you out it like that, it does seem like we're being manipulated in some form or fashion" Bobbi agreed before she glanced back at Nova "Who sent you the photos of SHIELD apprehending them?"

The young boy shrugged "I don't know, Riri tried to trace the number but came up empty…honestly I thought it was Stark's side letting us to what happened to them or something but they seemed to be just as clueless on who sent it too when Riri asked"

"Hmmm" Bobbi hummed at that before she glanced at Jessica "You think it was the same person that leaked Peter and Miles's identities to SHIELD?"

"Maybe…" Jessica said with an unconvinced look "Or it was someone else…"

"Guess we'll find out when we get there" Bobbi said as she made out the distant forms of Maria's Heli Carrier fleet. She than glanced back at Nova "Kid, you're up!"

Nova nodded as he placed his helmet on and took several deep breaths as the back hatch opened for him "Okay Sam, you can do this…you can do this…"

He then rocketed out of the jet and made a bee line towards the three Heil Carriers in the distance as Jessica had the jet begin to climb to a higher altitude while the others began to prep themselves for the fight that was fast approaching

"Hey Jess…" Bobbi said in a low voice as she loaded her side arm

"Yeah?" Jessica responded as she adjusted their jet's speed

"Are you…are getting that feeling that something bad is about to happen?" Bobbi asked worriedly

Jessica was silent for a few moments before she glanced at Bobbi "Honestly…yeah"

It was then Sil approached the duo and placed a hand on Jessica's shoulder "Come on Jess, should the odds don't look that great but after taking on the Inheritors and kicking their collective asses, how bad can things get?"

"When Peter's involved hon, you'd be surprised" Jessica said before suddenly their coms were activated

" _Jess that you?"_ the voice of Tony Stark echoed through the system

"Tony…what are you doing here?" Jessica asked with a slight frown

" _Probably the same reason you are, save Spidery and his little helpers while sticking it to Carol at the same time"_ Stark said before he suddenly rockets passed their jet in his armor followed closely by Thor, Sam Wilson and Vision _"You guys have a plan of attack?"_

Jessica and Bobbi glanced at each other before they shrugged and the blonde heroine answered "Yeah, we do…"

"Really and what's that?" Stark asked

This time it was Jessica that answered "We're gonna need you and the others to draw out Carol and her people along with Riri and Nova while me, Bobbi, Silk, Cyclops, Hawkeye and Ms. Marvel sneak in"

" _Hmm roger that, by the way I'm going to have Strange teleport the others in with Rogers leading them to back you up, Carol and Maria are bound to leave a few of their people to keep Miles secured and I'm willing to bet that Spidey's gotten out of whatever cell Carol placed him in"_ Stark stated as he, Vision, Thor and Sam split up

"Thanks Tony…" Jessica said

" _Thank me after you get your boyfriend and his people out of there"_ Stark said as he and his team began their attack

…

If Daken could describe how his day was going before Mystique showed up at his low end apartment in Hell's Kitchen with a gun loaded with Carbonadium bullets pointed at his head, he'd say pretty slow and uneventful.

Thankfully, slashing and punching his way through dozens of SHIELD agents while also fighting with what looked like half the Guardians of the Galaxy had replaced his boredom with excitement, he hasn't had this much fun fighting heroes since Osborn was in charge. And if what his nose is telling him is true, then his old man who according to Mystique is from an alternate future, was somewhere on board.

He'd recognize that scent of cheap whiskey and cigars anywhere

"Who the hell is this guy?!" Rocket yelled as he tried to blast at Daken's form but the feral mutant wasn't making things easy by constantly rushing into the middle of squads of SHIELD agents and using them as a sort of meat shield to keep the little genetically modified critter from blasting him while said feral mutant tore into the guys with animalistic savagery

"His name's Daken and he's Wolverine's son!" Carol said as she blitzed towards the vicious mutant with her fist glowing in preparation to unleash a large and painful amount of Photon energy into his face only for him to grab a random SHEILD agent and slam him into Carol, knocking her back and seriously injuring the poor man that was used as a bating club

"Heh and she's out of here!" Daken chuckled as he sliced the assault rifle of a SIELD agent that was trying to reload his weapon before he kneed the man in the gut and followed up with a brutal kick to the face that sent him flying into two other agents with the rest pulling back

"Heh, seems SHIELD's lackeys have gotten soft since Osborn was ousted fro-ACK!" Daken was cut off as Venom suddenly appeared and grabbed him by the throat and slammed him into the wall with a growl

"You're done!" Flash hissed out darkly only for Daken to start chuckling and mutter something out

"What?" Venom asked as he slightly loosened his grip on Daken's throat

"I said…" he choked out "Been baptized by fire before Venom?"

Venom's white lenses narrowed in confusion before he heard a faint click and he looked down to see that Daken was holing a small incendiary device of some sort

"…Oh sh-"

 **BWOOOOOMMMM!**

"AAAAAHHHHHH!" Venom roared in pain as he was suddenly engulfed in burning phosphorus

Venom released a equally burning but quickly healing Daken as he backed away in pain, the symbitoe lashing out erratically as it was being burned along with Eddie.

"Venom!" Carol shouted before the flames were suddenly snuffed out by a powerful blast of wind

Venom let out a pained grown as he fell to his knees, the symbiote oozing off his smoking body. The one responsible for his aid was Ororo who had finally arrived along with Logan, the Thing, Gamora and Peter Quill. Daken's eyes narrowed at the sight of the alternate future of his father who was returning his own gaze at the feral mutant

"…Heh…hey pop" Daken groaned out as the skin on his face rapidly healed before he unsheathed his bone claws and growled

Logan's response was to unsheathe his own claws and raised them slightly "Stay down kid…you ain't getting out of this in one piece if you don't"

"Or don't listen and put up a fight so I can blast your arms and legs off" Rocket said as he pointed his triple barrel blaster at Daken's head, the energy in the weapon humming

Daken's eyes narrowed at the man and the others surrounding him before he let out a tired sigh and sheathed his claws before holding his hands up "Fine…"

Carol's eyes narrowed in caution at this, along with Logan and Quill, Daekn wasn't one to give up if ever that easily

"What are you doing here Daken, what's your angle?" Carol asked as several SHEILD agents gathered around him, their weapons aimed at his head not that'd it do much since he'd heal but it would slow him down a bit

Daken's response was a dark grin "Oh you know…old friend came by and asked me to do them a solid against someone they don't like and well, being the upstanding person that I am sometimes, I said yes…"

"Who was it?" Carol demanded as Daken's hands were bound in metal cuffs behind his back by a trembling SHEILD agent

"I'll give you a hint…" Daken said with a smirk "She was playing you when she gutted your boyfriend…and happens to be the adoptive mother of the girl that more or less stole your life at one point"

Carol's eyes widened at this before they narrowed and in a blur, she had the man by his throat and lifted him into the air. Daken let out a choked laugh as the woman's eyes began to glow

"Where is Mystique?" Carol growled as she tightened her grip on his throat

"Y-You think…she fucked him…the m-man you l-l-loved before she killed him?" Daken choked out before he was slammed into the bulkhead of the ship, denting the metal behind him "Based on his pictures…I w-would…"

Carol's temper began to grow "I'm only going to ask you once Daken, tell me where Mystique is or-"

 **SNIKT!**

It was then Logan's gruff voice spoke up behind Carol as she felt three points dig into her back "I'm only going to tell you once Carol…let my son go"

Carol looked over her shoulder to see the grim expression of Logan while the various members of the Guardians of the Galaxy surrounded him. Ororo stood back with a conflicted expression on her face as she watched her teammate and close friend threaten Carol

The former Queen of Wakanda then took a step forward "Logan-"

"Storm…I'm not entirely sure how this world's Logan and Daken here got along but honestly I don't care at the moment. I'm not gonna stand back and watch Carol here threaten or hurt my son…" Logan said, not taking his eyes of Carol's glowing ones "Put him down Carol…last chance"

"Better listen to the old man Marvel…" Daken chuckled before Logan cut him off with a mild glare

Aand you shut it before I take you over my knee and beat your ass for showing up here like this in the first place" Logan growled

Daken's response was a smirk "Heh… missed you too dad!"

Logan grunted at the man before returning his gaze back to Carol and dug his claws into her a little more, causing her skin to break and start to lightly bleed "Don't think I won't do it Carol…drop him!"

Carol glared at the older man for a moment before she released him and stepped back as Logan kneeled down and stared at Daken and let out a sigh of annoyance

"Christ kid, is there a universe out there where you're not giving me grief?"

"Probably not old man" Daken said before Logan suddenly slammed his fist into his face, knocking him out with a loud crack

Logan then stood up and glanced at Ororo "Would you mind if I…"

"No…" Ororo said with a sympathetic look on her face

"Now wait a minute, this man just attacked and maimed over several dozen SHIELD agents and nearly killed Venom!" Carol said as she stepped between Logan and Daken's unconscious form "And he's working with Mystique who's probably here as well. He's not going anywhere until I know what's going on"

Logan started at Carol for a moment before he snorted "Heh, that's cute…thinking you can stop me…"

He then suddenly stepped right into her face with a glare "I'm not leaving him here…Now call off your people or call their families to arrange their funerals"

Carol met Logan's glare with one of her own and was just about to speak when suddenly the entire ship shuddered followed by an alarm going off

"What the hell is that?" Quill asked with a frown

It was than Maria's voice echoed through the groups coms "We're under attack, Carol get your people out there now, it Stark and his people!"

Carol's eyes narrowed before she contacted Blue Marvel and Spectrum "Meet me outside, Stark's back and ready for round two"

She then turned towards the rest of the Guardians "Get the others and go make sure Miles is secured and keep an eye out for Mystique, something tells me she's behind this"

"And you'd probably be right" Logan said as he threw the unconscious form of Daken on his shoulders and glanced at Storm "I'll be with him in the jet, he and I have some father son issues to work out…might be the best time to say what needs to be said and all that crap"

Ororo nodded as she alerted the X-men to the attack going outside before looking at Carol "I'll get Johnny and meet you and the others outside"

The second bearer of the mantle of Captain Marvel nodded before she disappeared in a red and blue blur down the hallway and linked up with Blue Marvel and Spectrum.

Quill watched them go before glancing towards the Guardians "Come on guys, let's go make sure Captain America's future killer doesn't get out"

"I am Groot" the walking talking tree said as he, Rocket, the Thing and Venom followed after him

"Yeah Groot…me too buddy" Rocket said as he loaded several new fuel cells into his plasma rifle

"What'd he say?" Venom asked with a frown, even after all his time with the Guardians he still could only ever get every other third word at best

"He said something bad's coming…" Rocket responded

He had no idea just how accurate that comment was going to be in the coming months…

…

"Man sounds like things are really heating up out there" Peter said as the ship shook again while they made their way through the crews' quarters, passing numerous agents that were rushing to their battle stations or the armory

"That would be Stark and the others finally getting here" Mystique said as she morphed into another agent they passed a while back "I sent images of your capture by Danvers to them, Nova whom I' suspect has already gone to Jessica and Bobbi and…"

Peter frowned as she mumbled out the last name "Who else did you call here?"

"…The Thunderbolts…" Mystique said

"The thunderbolts?" Peter asked with surprise "Why would they care what's going on here, aren't they made up of like a bunch of criminals from that whole Pleasant Hill fiasco Maria had going?"

"They'll be coming here for Barnes, and if we're lucky their interference will give us the perfect cover to finally get the hell off this glorified yacht" the dangerous woman said as the duo finally made it out of the crews quarters and began their final approach to Miguel and Miles's cells

"If you say so…" Peter said

"Peter…I've been doing this since before even Captain America's parents were born" Mysituqe said in a dry tone as she pulled out a small device she swiped from an agent they passed earlier

"Well you look pretty good for someone old enough to be my own grandparents' grandparent" Peter said with a snort which in turn caused Mystique to glare at him "…Shutting up now…"

The disguised mutant shook her head in slight annoyance "Times like this I wish you didn't inherit your mother's personality to such a degree"

"Aww you know you love it!" Peter snickered as he wrapped an arm around the woman, causing her to tense at the contact, more out of reflex than being uncomfortable by the gesture

"Get your arm off me before I break it" Mystique half threatened which caused Peter to chuckle before his tone turned somber

"…Thank you Raven…for helping me" Peter said as he looked at her with genuine sincerity that deep down caused the normally heartless and cruel woman to feel…well she felt something

"Don't…don't do that" Mystique sighed in annoyance as she crushed the feeling that she didn't want to acknowledge

"Don't do what?"

"That, the whole your grateful thing, I'm only here out of respect for Mary and to stick it to Danvers" Mystique stated as she and Peter had finally arrived at the detention level and Mystique placed the small device she had on the control panel which began to hack the security

"Well either way, thanks" Peter said with a nod before the door suddenly opened and the two entered the detention block…

And came face to face with Gamora, the Thing and Angela

"The hell?" the Gamora said as the trio saw the disguised forms of Peter and Mystique "What are you doing here?"

"Uhh…Prisoner transport" Peter said carefully while Mystique mentally facepalmed

At this the Thing quirked a brow at the man, recognizing his voice "…Webs is that you underneath that getup?"

"…No…" Peter replied

"Yes it is!" The Thing said with a nod as he folded his arms across his chest

"No it isn't, I think your confused sir" Peter said as he rubbed the back of his head

"No I'm not, your even doing that weird head or neck scratching thing when your nervous" The Thing pointed out which caused Peter to drop his arm in response

"…My head was itchy!"

The three women on the other hand merely watched the two go back and forth with deadpanned expressions as the ship shook several more times before Mystique let out a loud sigh "Fuck it!"

She reached into her belt and pulled out a small silver orb before tossing it at the three members of the Guardians of the Galaxy

"What is that?" Angela, the sister of Thor said with confusion as the small ball rolled towards them

"Something I picked up from the armory on my way here" Mystique said as she dropped her disguise and held up a small trigger "Turns out, Pleasant Hill wasn't the only thing that the soon to be ex-Director Hill was using a Cosmic Cube to screw around with…she also made bombs"

She than pressed down on the trigger just as the other members of the Guardians of the Galaxy minus Kitty arrived and prepared to attack Mystique

 **KRA-BWWOOOOMMMM!**

…

* * *

And done.

Next chapter, Peter and Mystique vs the Guardians of the Galaxy while Jessica and Bobbi's team infiltrate the Heli Carrier


	13. Chapter 13

Answers to reviewers questions or statements:

 **treyalexander63917** : Not really sure what's up with the new Wasp hating on Spider-man for some reason, I think it's just her being a bitch. Peter and Laura's relationship is similar to what it is in canon and this whole situation will only prove to her that he's insane…in a good way.

 **Jestalnaker94000** : Yeah it's one of those lesser known armors but the reason it hasn't been seen is because it was damaged at some point and according to Stark it'd take him a decade or more to repair it and what not, even for him so yeah no Galactus armor any time soon sadly, thing would be pretty useful with how things are going so far in Secret Empire. I don't think Stark and Black Panther are really all that close anymore for him to be asking for Vibrainium. As for Thanos, the Mad Titan and is to Marvel what Darkseid is to DC getting basically gaining omnipotent power…terrifyingly awesome and gives me an interesting idea for something I've been toying around with for a while now

 **MCRasengan** : This won't be the last we've seen of Daken, I have plans for that guy in regards to the sequel, seriously when are they gonna actually bring him back in the comics?! And yeah Mystique I like to think is pretty much the closest thing Carol has to a sort of arch nemesis and well this story will sort of cement her place at the top of Carol's shit list…which Mystique will see as an achievement because it'll prove she's gotten to her. Yeah next few chapters will be some epic clashes that I was kind of hoping to see in the Civil War II event but like I and many others have said, were left disappointed, with this I hope to make up for that!

 **cornholio4** : It's Flash, it saying Eddie was a mistake, just try to ignore it, I'll try to go back later and fix it.

 **Kite** : We'll see…for now it's just sort of two ex's working together while trying to get over the fact that they may like each other more than either lets on

 **superspiderfan** : No Wasp will be in the sequel though. Yeah Peter's aware of what went down at Pleasant Hill and what Kobik is which is basically a child version of the Beyonder. For some Peter won't have to hold back in a fight against Carol's teammates since they can take his best punch and shrug it off…meaning he can go all out and not worry too much if at all

 **Chaos Sorcerer** : There's around six chapters left, including this one. The focus of the sequel will be the spider clan and a few close freinds of it coming to terms with what went down in this story, the Inhumans and the X-men's war, the Clone conspiracy, the Green Goblin's return and the lead up to Secret Empire. As for a story where Peter gets a sort of cosmic power up, I was thinking of doing something like that but with the Phoenix Force during the events of X-men vs the Avengers. We'll see a flashback of Mystique looking after Peter at the sort of middle towards the end of this chapter. As for a story where Peter is the son of Logan, the idea has crossed my mind on occasion, maybe in the future

Disclaimer: I don't own any Marvel characters seen, mentioned or used in this story

* * *

Jessica had to hold back a sigh of annoyance as she maneuvered the jet she and her team were using through the intense fire fight going on around Maria's strike group

Most of the heroes that could fly for either side were already in the air attacking each other with a few having broken off and began to assault the Heli Carriers themselves that were scrambling to open fire on Stark's people or scramble fighters into the sky to aid Carol's side.

Jessica suddenly banked the jet left as a stray lightning bolt fired from Storm in her fight with Nova nearly slammed into the slightly dented aircraft

"Hey Jess, not to sound like a backseat driver, but could you maybe warn us next time?" Silk groaned as she picked herself up from slamming into Cyclops "Thanks for the cushion eye beams"

"No problem" Cyclops said with a blush on his face as the older attractive woman crawled off him

Bobbi finished loading up on a small arsenal of advance weaponry and tech the team will need and glanced at Riri "Can you get us in?"

"Uh yeah, just give me a sec to hack their systems. Should be pretty easy since Tony's blasting them with a barrage of viruses to help hinder their targeting systems" the young girl said as she and her suit patched in to Maria's Carrier

Bobbi nodded at this before glancing at Jessica who had finished zipping up her jacket and cracked her neck "You ready for this hon?"

"As I'll ever be" Jessica said before the hatch the jet latched on to opened up and the team was greeted to the sight of several startled SHIELD agents

"Uh…" one of them said with wide eyes before Hawkeye nailed each one in the forehead with a taser arrow, electrocuting the men into unconsciousness

"Sorry, tight schedule" Kate said as she notched another arrow and filled out into the hallway along with Ms. Marvel who gathered up the down agents and placed them against the wall

"So how far to where their holding the others?" Ms. Marvel asked as the rest of the team filed out of the jet

"According to Riri, Peter's already out and from the sounds of it allied with Mystique in fighting the Guardians of the Galaxy in the detention level a few floors below us" Jessica revealed

"Wait Mystique? What's she doing here?" Hawkeye asked in surprised

"Yeah I thought she was a Mutant terrorist or something" Ms. Marvel said with a confused frown "What's she doing all the way out here helping Spider-man?"

"Let's go ask" Bobbi said as she contacted Steve "Rogers are you and your team in?"

" _We just arrived and are encountering heavy resistance, some of the X-men are here"_ Steve said over the sounds of muffled explosions _"We'll try to link up if possible, if not just get the Spider-men and get the hell out of here!"_

"Copy that Captain" Bobbi replied before glancing at the rest "Guess it's up to us for the time being"

"Hope he's not expecting us to rescue Barnes while we're at it" Jessica muttered as she gestured for the team to follow her down the hallway

"I don't think Rogers is that naïve to think we'd rescues the guy that tried to off our man" Bobbi replied

"Fair enough-" Jessica began only to be interrupted as Magik suddenly appeared along with Iceman and Sasquatch

"You've got to be kidding me" Bobbi muttered as she glanced at Cyclops "Your up kid"

Scott nodded as he blasted at the trio, forcing Magik to throw up a mystical barrier while Ice man from behind the protective shield and sent a beam of ice towards Cyclops only for it to be blasted away by Riri's repulsoers. The two then began in an intense fire while Scott kept up the pressure on Magik's shield and Jessica, Bobbi, Ms. Marvel and Silk dealt with Sasquatch

"So how do we beat the Wookie?" Silk asked as she shot multiple web lines from her hands towards the large harrier Alpha Flight member who responded with a grunt as he tried to swipe her away only to be blasted into the back by Jessica's venom blasts

"Hit him hard and fast" Bobbi said as she formed a pole with her staves and used it to vault over the large harry man and ram her heel into his face, causing him to stumble back while Silk shot multiple web lines at his legs and prepared to pull them when suddenly Scott was knocked into her by a magic blast from the giant sword wielding Mutant

"You're not going anywhere except a nice little cell until we know what to do with you" Magik said as she prepared to open a portal to send the duo into a empty cell right next to one of the captured Spider-mans' when Jessica sent a punch into the side of her face, knocking the younger woman back into the wall

"Been wanting to that ever since you and the rest of the X-men locked me up like a damn animal" Jessica growled in annoyance at the glaring Mutant

"In my defense, I was under the influence of the Phoenix Force" Magik said as she spat out some blood

"Well then in my defense, I'm pissed off your using that as an excuse!" Jessica said as she sent another venom blast at Magik who easily parried it away only to be hit in the side by one of Cyclops's eye beams

"AGGGH!" Magik growled in pain as the intense energy burned her side slightly before a arrow struck the ground in front of her and suddenly exploded

 **BWOOOOOOOOMMMM!**

Meanwhile Silk had pounced on to Sasquatch's chest after he was knocked down from the explosion and began to send a flurry of punches into the harry being's face "I know it doesn't seem like it Chewbaca, but I'm actually a big fan of yours once I got around to watching T.V"

Sasquatch growled in pain as he grabbed Silk's torso with one of his hands and threw her into the wall and tried to get up only for Bobbi to ram the taser end of her stave into his face at full power

 **ZZZKT!**

"AHHHHHHH!" Sasquatch roared in pain before he suddenly passed out from a heeled kick from Bobbi

"Sorry big guy but you're in my way"

Bobbi then looked to see that Riri and Ms. Marvel had Iceman cornered and were prepared to attack him when suddenly the entire ship lurched, causing everyone to stumble in surprise from the force of the event

"Whoa- hey what's going on out there?!" Kate asked as she nearly fell face first into a wall of ice made by Iceman earlier

Iceman used this moment to send a beam of ice at the group "Sorry guys, really wish I didn't have to do this"

"Weren't you one of Spider-man's pals or something?" Jessica shouted as she blasted at Iceman who created another wall of ice before sending it flying towards the woman who was unable to dodge it and was smacked back down the hallway

"Yeah well he ain't my Spider-man's friend!" Ms. Marvel said as she sent a massive fist towards the Omega Level Mutant who was just barely able to dodge the enlarged limb and prepared to freeze it in place when suddenly the ship lurched again, causing him to falter in his steps and for Cyclops to blast him into the wall

"Sorry Bobby!" the time displaced X-men leader said with a wince as Iceman let out a pained groan as his ice from fell

Silk rubbed her head in slight pain as she looked up towards the ceiling "What the hell is going on out there? World War freakin 3?"

"Nova" Riri said as she contacted their outside member "What's going on out there?"

" _Uh I think the question should be what isn't"_ the young hero replied over the radio

"What do you mean?" the girl genius asked with a frown

" _Let's just say that fight at SHEILD's base thing in New York doesn't compare to what's going on out here"_

…

Outside Nova watched with uncertainty as the sky was littered with numerous heroes blasting at each other with either magic or science based attacks and the three Heli Carriers were struggling to try and aid Carol's forces

Nova watched as Stark and Carol were blasting at each other with Photon blasts and Repulseor beams and below them, Thor and Blue Marvel were throwing everything they had at each other. While the alter ego of Jane Foster was a powerful being in her own right as Thor, her power still fell short of the kind Odinson wielded and it was becoming painfully clear as Blue Marvel began to overpower her with growing ease

"Your good, but hate to say it you're not up to the same level as the last guy yet" Blue Marvel said as he sent another Anti-matter blast at the god like woman who smacked it away with Mjolnir

"So I've been told" Thor said with growing annoyance as she summoned a powerful lightning bolt and sent it towards Blue Marvel who met it with a powerful beam of his own

The two powerful energy blasts connected and created a powerful explosion of lightning and cosmic energy, forcing Tony and Carol back in response

Tony shook his head at this "Okay this is really starting to get ridiculous Carol, just release Spider-man, all three of them and we'll be out of your hair in a jiffy!"

Carol's response was to suddenly spear Stark into the chest and grab him by his arms and sling him into Vision who was busy blasting at Spectrum and Storm

"I'll stop when you and your people give up Tony!" Carol shouted as she prepared to follow after him when suddenly she was blasted in the back by Nova

She looked over her shoulder at the kid with a look of annoyance, Nova responded with a intimidating look, at least he hoped it was

"Back off Marvel!"

"Cute, head home kid this isn't your fight" Carol said as she sent a low powered blast at the kid only for him to quickly fly around it far faster than she thought he could achieve and received a forty-ton powered punch to the face from the kid, sending her flying back towards Thor who had recovered and slammed her hammer into the back of the woman, causing her to cry out in pain as she was sent flying towards the waters below

"Whose cute now huh Marvel?" Nova boasted with a grin before it fell as he saw Blue Marvel coming towards him, which in turn caused him to pale slightly "Helmet don't fail me now!"

He then rocketed away from the powerful hero while blasting at him to keep him from getting to close

"Stay back, stay back, stay back…" Nova muttered as he sent increasingly powerful blasts of the Nova Force towards the man who powered through them

…

Meanwhile inside Maria's ship, things were going slightly better than outside…

"You know Mystique, this is not how I thought our first team up would go!" Peter shouted as he ducked under a swipe from the Thing before grabbing the orange rock man by the knee and throwing him over his shoulder and right into the charging form of Drax

"I agree…" Mystique calmly said as she dodged the numerous swipes from Gamora before she sent an elbow into the green skinned woman's face before kicking her into Groot and throwing a knife at a flying Rocket who narrowly avoided being skewed by the blade

For the past several minutes the Guardians have been trying to reign in Peter and Mystique but the duo was proving to be far more difficult to capture than originally thought. Thankfully Angela and Venom were both still down from the powerful explosion that Mystique set off at the beginning and Drax and the Thing looked like they took a bit too much from the blast as well, but sheer stubbornness kept them going

Still as outnumbered as Peter and Mystique were at this point, they still had a few things going for them. For one, most of the members can take a full powered punch from Peter so he doesn't have to worry about holding back too much except for when it comes to Rocket who prefers to stay out of Peter's currently limited range with his jet pack and Mystique has over a hundred years of combat experience and facing down teams of super powered people thanks to her many conflicts with the X-men over the years

Peter had leaped over the Thing's head and landed on his shoulders before driving both of his fists into the side of the former member of the Fantastic Four's head. Peter winced a little as he felt one of his knuckles almost break as Ben tried to tear Peter off him only for Mystique to send several gunshots into his face, around the eyes primarily to keep him distracted

"Hey no shooting!" Peter shouted in annoyance at the blue skinned woman as she narrowly avoided a blaster shot from Rocket before Mystique hissed at the wall crawler

"Half these people are either bullet proof or have exceptional healing factors, they'll live!"

"…Still" Peter muttered silently as he landed before Groot who had spikes from along his arms and shoulders like a form of armor

"I am Groot"

"Yeah well, I am Spider-man!" Peter snarked as he leaped into the air and delivered a several ton forced punch into Groot's face, knocking a few splinters of wood loose from his face "Also Swamp Thing called, says he'll see you in court for stealing his power set without permission!"

"I am Groot" the tree being said as he formed a wooden whip and wrapped it around Peter before slamming him into the wall with a heavy thud

"Ow!" Peter shouted as he tried to free himself but failed as the wood wrapped around his waist began to expand and grow around him "Uh-oh"

Just as the wood was about to ensnare him a plasma bolt struck Groot in the side of the face, forcing him to drop Peter in reflex and for the wall crawler to quickly back away from the tree like being. Peter looked to see that Mystique had Rocket pinned beneath her boot and was shooting his teammate with his plasma rifle

"When I get my hands on you-" Rocket growled only to be interrupted by Mystique

"You'll what, give me rabies?" Mystique asked with a eye roll before she slammed her knee into the back of Rocket, nearly snapping his spine and causing him to shout in pain before Mystique picked him up and threw him at Quill who was about to shoot her with his element gun

Peter saw that he was close to Miles and Miguel's cells and was about to move to help them when suddenly Gamora was in his face, or more specifically her knee was

 **KOOOOM!**

"GAAAGH!" Peter shouted in pain as he was sent flying back from Gamora's blow

Mystique's attention was drawn by Peter's pained scream and turned to see Gamora attacking him. She narrowed her eyes and prepared to shoot the woman in the head, be dammed if it killed her when Quill speared her to the ground and began to send a series of punches into the woman's face

"That's for all the shit you did to Carol you bitch!" Quill hissed as he prepared to hit Mystique again

The blue woman frowned at Star Lord "Really she's still hung up about me offing her boyfriend, god and here I thought I had problems letting things go"

Star Lord's reply was to punch Mystique again, this time nearly dislocating her jaw before the blue sinned woman began to chuckle and spat out a small amount of blood before glancing up at Quill with her yellow eyes

"I will say this Quill, you've done me proud"

"Oh yeah, how?" Quill asked with narrowed eyes and saw out of the corner of his vision Gamora had Peter restrained with the help of Drax

Rocket was checking on Groot who had several large holes in his chest and head and Angela was starting to stir, sadly Flash was still down.

"I mean lying to your family, manipulating them, distrusting them. It's kind of nice to see a do gooder like yourself lower yourself to my level" Mystique grinned darkly

"What's she talking about Peter?" Gamora asked with confusion

Quill shrugged at this, genuinely confused "Wish I knew, but I think she's trying to act all tough despite the fact we just kicked her ass"

"And I'm sure Carol's gotta a nice cozy cell for her" Rocket said as he helped Groot up

"I am Groot"

It was than Mystique smirked "I only ask you put me in a cell next to Thanos, if I'm going to spend the rest of my life locked up, might as well have intelligent company"

At the mention of Thanos, Quill went still while Gamora's eyes narrowed in confusion along with Drax

"What are you talking about?" Gamora demanded

Mystique glanced at the green skinned woman with a coy expression "Oh didn't Star Lord here tell you? Carol has Thanos locked up under the Triskelion. He's been there since this little super hero pissing contest started…didn't he or Carol tell you?"

"Peter…?" Gamora said as she glanced at Quill in surprise

Star Lord sighed as he adjusted his grip on Mystique "Look we'll talk abou-"

"I mean I assume he's still there, but this is Thanos after all. He's probably already escaped by now" Mystique said in a mocking tone but was cut off by Quill smacking her across the face with the butt of his Element gun

"You keep quiet!" he hissed before glancing at Gamora whose face was turning from shock and confusion…

To rage

"You knew he was there this whole time…" she muttered darkly

Quill began to panic, this is exactly why he didn't want to tell her in the first place-

"If what she say's is true, why can't I sense him?" Drax demanded with a frown

"Magic, I mean she has several powerful mystics on her team and well it wouldn't be too hard for her to ask one of them to cast a cloaking spell or something to make sure you can't sense Thanos while you're here" Peter said as he glanced up at the man created solely to kill the Mad Titan in question "I mean Carol's turned on people before back during the first Civil War, what you thought you'd be any different because you're not from Earth or something?"

"Don't be too mad with her though" Mystique said as she patted Quill's arm with a apologetic smile that was marred by the blood dripping from her nose and mouth "It's just how she is with people"

Quill was just about to blast the metamorph with a lightning bolt from his Element Gun when suddenly Gamora turned and began to leave

"Gamora, where ya going?" Rocket asked with a frown

The deadliest woman in the universe glanced over her shoulder at the small genetically modified rodent with a burning gaze "Back to New York…to finally kill that monster before he gets away!"

She then turned to leave when Quill spoke up in a pleading tone "Gamora wait-"

"No!" Gamora shouted as she turned on Quill with a look of betrayal etched on her face "I came all the way across the galaxy to fight for Carol's cause, to sacrifice my life if it comes down to it and now I find out she' betrayed me by having Thanos here this whole time and she never said anything!"

"Wait, wait, wait everyone just hold their damn fragging keesters for a moment, how do we even know she's telling the truth, this is Mystique remember?" the Thing said as he got between the two with his hands held up to keep them from trying to push any farther "She's like Carol's arch nemesis or something, she could be lying for all we kn-"

"Actually, I have proof that Thanos is here on earth" the mutant terrorist said in a calm tone as she glanced at Gamora "The small device you knocked out of my hand earlier holds the evidence of both Quill and Danvers betrayal"

Gamora glanced around and saw the device that Mystique mentioned and approached it with a huff and picked it up and pressed a small button on it, activating it "How does this work?"

At this Mystique cleared her throat "Siri, show the live footage of Thano's cell"

" _Showing live footage of Thanos's cell"_ the device replied robotically before a small holographic screen appeared and in it the heavily restrained form of Gamora's father, the Mad Titan Thanos

"Oh…guess she wasn't lying then" the Thing said with wide eyes along with other members of the Guardians except Quill whose head was lowered, unable to meet Gamora's face

Gamora stared at the image of her father for several long moments, her eyes narrowing as Thanos's head turned towards the camera, as if somehow knowing he was being watched by her and grinned darkly, as if taunting her somehow…

The feed was cut as Gamora crushed the device in her hand with a trembling fist before glaring at Quill with pure and utter rage and betrayal

"after everything we've been through Peter…" she started before stopping and turning to leave "We are done, I will no longer follow you or Carol!"

Quill suddenly got off Mystique who let out a low 'finally' and approached the vexed woman "Gamora look I know your pissed, believe me if I was in your shoes I'd be-"

 **WHAAACK!**

Quill was interrupted by a smack from Gamora who glared at Quill before resuming her trek out of the room. The rest watched din tense silence as Quill pushed himself up and spat out a small amount of blood

"Dammit!"

It was then that Drax released Peter who slumped to the ground and began to follow after Gamora

"Drax?" quill asked with surprise only for the Destroyer to hold his hand up in silence before he continued to follow after his friend.

Angela stood up and glanced at Quill before shaking her head "You should have told us he was here Quill. While I may not have been vexed by the being as much as the rest of you, I thought I've proven myself to be one of you…perhaps I was wrong…and so were the rest"

"It's not like that, I didn't say anything because I knew this, this right here was going to-" Quill started only for Rocket to interrupt him

"Yeah it's happening like this because you decided to keep this to yourself!" the little gun wielding rodent said with anger "We had a right to know he was here! All you had to say after Danvers told you was 'Hey Thanos is here, after we deal with this pissing contest that the earthlings are in yet again because that's all they seem to do now a days, let's take him out or something!' That's all you had to say and Gamora and Drax would have been fine with it"

Quill winced at that before he rubbed his brow in aggravation "Look it's not that simple, Carol told me-"

"Screw Carol, you're the leader, not her but there you go again, passing off the blame to someone else!" Rocket said before walking over to Groot "Come on Groot, let's get the hell out of here…gotta still find a ship since Carol got ours blown to scrap on top of lying to us about the guy that's burned us more times than I care to count!"

"…I am Groot…" the simple speaking tree being said in a sad tone as he followed after his friend

Quill watched them go before glancing at Ben Grimm who looked like he didn't know what to make of this situation and Venom who was now starting to recover

"Ugh…what happened…where is everybody?" Venom asked as he looked around to see that most of the Guardians were gone along with Spider-man and Mystique "Uh did they take Spider-man and the blue lady away?"

It was than Quill noticed what Venom was talking about and let out a groan "Ah shit!"

He looked around and paled to see that the two cells that housed the other two Spider-men were open and empty. He then glanced at Ben with disbelief as he gestured to the cells

"Why didn't you say anything man?!" Quill asked exasperated

Ben let out a tired sigh as he rubbed his head in exhaustion "Honestly Quill…it's because I'm tired of fighting my friends and family…"

The three silently stood there as the ship shook slightly a bit more as the battle outside and several floors above them raged on…

…

* * *

And done.

Next chapter, Peter, the liberated Spiders, and Mystique regroup with Jessica and Bobbi's team while the Thunderbotls appear to free the Winter Soldier!


	14. Chapter 14

Answers to reviewers' questions or statements:

 **superspiderfan** : The Clone Conspiracy will be sort of a cross between my own ideas and the one Marvel wrote since their will be a few changes to it this time around given what will happen in this story.

 **marveldcfan** : No Silk won't be in the harem, mainly because I don't want it any bigger than it might end up being at the moment which might already be too much but hey screw it fits with how the story is going so hey keep an eye out

 **Guest** : Yeah, a few heroes will be seeing Spidey in a different light after this whole thing ends

 **JJChandler** : Yeah Thanos being a Anti-hero would be neat and he has been one in the past… when it suited him. Here's hoping marvel after teasing his coming for like six years and four movies doesn't disappoint with Josh Brolin. This could either make or break the man's career

 **MCRasengan** : Yeah I always feel that Mystique is a better villain or even anti-hero when she's pulling peoples strings and manipulating others for her own ends. She's even better at it then most because of her ability to change into others and you'd never know it was her your talking to or even saw. Carol's reaction to most of the Guardian bailing, justifiably, will be shown at the end of this chapter

 **Karlos1234ify** : No Red Skull didn't do anything to the Terrigen cloud that was killing Mutants, something happened to it when it was first released and because it's been in the air so long something naturally altered it and made it fatal, but it would make for an interesting story in that someone tampered with the cloud. Plus Marvel wanting to kill off Mutants because of their whole thing against Fox owning the X-men.

 **Rider Paladin** : I think Mystique just doesn't like Carol, or maybe Carol did something against her at some point, I'm not really sure. All I know is the two have a pretty dark grudge between each other and we're about to see that very soon as the finally meet face to face again after years, at east I think it's been that long since they've last met

 **superwonder** : The Sequel will continue into Secret Empire and maybe into the new sort of reboot they have planned, it's called Legacy or something like that and apparently marvel's bringing back a 'beloved character', watch it be some obtuse guy that no one really cares about but if they are serious about it, I vote either the original Wolverine or the original Hulk. Love Laura as Wolverine and Old Man Logan but to be honest I just want to see a possible Old Man Logan 616 Logan team up, oh the possibilities

 **Guest** : Carol will question her choices as time goes on after this ends, Maria Hill not so much since she never seems to learn

 **90skid4life** : No, she had the sense not to get involved in this thing when it went down but she'll have a role in the next story, may even add her into whatever it is that Peter has with Mockingbird, Spider-woman and maybe sort of kinda Mystique and Shadow Cat

Disclaimer: I don't own any Marvel characters seen, mentioned or used

* * *

Sakovia…

The Red Skull sat before a large screen monitor with a blank expression on his face. Before him was live footage from a small surveillance drone that HYDRA used to monitor the current conflict within the superhero community.

One side led by Captain Marvel, the other led by Iron Man…

And right smack dab in the middle was Spider-man and his closest allies waging their own little battle against the forces of Captain Marvel

"Hmm it appears I've underestimated the spider…" Red Skull murmured as he watched the several day-old footage of Spider-man facing down a large SHIELD strike force and several members of Captain Marvel's team, including the head of Alpha Flight and SWORD herself and holding his own

It was then another person entered the room, it was the Red Skull's, or at least the original's daughter, Sin

"Father…" the woman bowed the Supreme Leader of HYDRA

Red Skull hummed at her as he switched the monitor over to the current battle going on in between three SHIELD Heli Carriers several miles of the American coastline. After viewing the battle for several minutes, grinning when he noticed a particular display of viciousness from the other side, he turned towards his daughter

"Tell me Sin… what are your thoughts on the one called Spider-man?" the possessor of the late Charles Xavier's mind asked the woman with a curious gaze and an equally curious tone

Sin quirked a brow at the question "Spider-man… which one?"

"The first, the oldest and arguably most powerful of the lot" Red Skull waved his hand through the air before telepathically changing the channel to show the primary Spider-man with the younger one by his side

Sin stared at the image of Spider-man for a moment before glancing at her father "To be honest father, I've always found him as more of a loud unruly annoyance then someone that could pose any real genuine threat to HYDRA like the Avengers could"

"Hmm and you'd be right. Heh, even I until recently passed him off as nothing more than a simple insignificant spec of dirt not worth my time when compared to Rogers… but after searching through Xavier's memories of the man and having watched him battle of these so called 'superheroes' and seemingly turned this entire conflict on its head… I find myself intrigued by him" Red Skull said with a dark grin before glancing towards his daughter

"Bring me everything HYDRA has on Spider-man, on this…Peter Parker!"

…

"Damn that was intense back there" Miguel said as he followed after Peter and Mystique with Miles right beside him as they raced through the halls of Maria's ship that would tremble every few minutes as the fight outside progressed and worsened "I mean you just brought down the Guardians of the Galaxy with a few words and freakin Siri of all things!"

"You can thank Danvers for that" Mystique said simply as they raced through the halls "I swear she makes it too easy that I'm starting to actually pity her… almost"

"How did you know that Thanos was still here? I thought he was picked up by the Shi'ar or something by now and carted off to Space jail or whatever it is they have for a guy like him?" Peter asked with a quizzical expression

"I originally infiltrated SHEILD to find out the identity of the Inhuman who was making all of these predictions and kill him when I stumbled across Thanos still in his holding cell" Mystique said with a frown as memories of seeing Thanos the Mad Titan flew through her mind before shaking her head "SHIELD truly is made of idiots if they think they've been containing him all this time… he's just too busy laughing his ass off with what's going on right now to bother leaving"

"He's that powerful?" Miles said with some fear in his voice

"It's Thanos kid" Peter said as he glanced at the kid with a grim smile "He's on several occasions brought reality to it's knees and massacred his own race and conquered and destroyed hundreds of worlds before even doing that"

"In my time, he's considered one of the most dangerous if not the most dangerous being in the universe" Miguel stated

"While we're on that tangent, any idea how this will go down now?" Peter asked the man from the year 2099 _'Still hard to believe that my legacy carried on that long… go me I suppose'_

"Nope, things aren't really lining up with how stuff in my future's past went down" Miguel revealed with a shrug "In fact I may actually be in a sort of alternate past on a alternate Earth at this point"

"Crap…" Peter sighed

The four continued to race down the halls looking for a way out when suddenly another large tremor raked through the ship, causing them to all nearly stumble in surprise and for Peter and Miles's spider-senses to go off

"The hell was that?" Miguel asked with confusion

"The people outside getting a little overzealous" Mystique said with a frown

"What makes you say that?" Peter asked, wondering what would make her think that…

…

"YOU WANT SOME MORE, HERE TAKE IT!" Nova shouted as he blasted at both Blue Marvel and Spectrum at full power with his Nova blasts while Thor was blasting at the three Heli Carriers with her lightening

Not too far away from the group, Storm was busy entrapping the likes of Iron Man, Sam Wilson and Vison in a large cyclone with Doctor Strange exchanging powerful mystical blasts with Magik on the deck of Maria's damaged Carrier

…

"With whose out there, it's the only explanation" Mystique stated with a deadpanned expression as the ship shook again "Come on, we don't have long until even Stark's people are overrunned"

"How? Don't they outnumber Carol's team since the Guardians just sort of split now?" Miles asked with a confused frown

"Yes, but they still have the likes of Blue Marvel, Spectrum, Jean Grey young as she may be, Storm and even the Human Torch and this is assuming the Inhumans haven't already arrived. This battle might as well be over if Back Bolt himself appears and says even one word"

"Fair enough…" Peter said before he glanced down a hallway with a frown "Hmmm…"

"What is it?" Miguel asked as he looked in the same direction Peter was staring

"The communications hub for this place is down there…" Peter said absent mindedly as he glanced at a small arrow on the wall with the words 'Communications room' under it

"And?" the future Spider asked with confusion

"…Which means that the message sent to Hill and Carol about mine and Miles's identities are likely there too… and maybe it has a clue to who sent it" Peter said as he took a step forward

"Peter, we don't have time-" Mystique began only to be interrupted by said man

"Raven, someone just exposed my identity to the entirety of SHIELD, what's even worse is that they exposed Miles's… and I want to know who and why, though knowing who might just answer the second question or vice versa" Peter stated

Mystiques stared at him for several moments before she nodded "Fine I'll-"

"Get Miguel, Miles and his family out of here" Peter interrupted her before giving her a sheepish smile "Please?"

"But what about you boss?" Miles asked worriedly as the ship shook again and for a brief moment he felt his spider-sense tingle as the danger around them increased by the second

"I'll catch up kid, just gonna poke around really quick and then rush my bruised and battered spider bootie to the extraction point…" Peter said with a reassuring grin tossed at his protégé before glancing at Mystique "BTW's, where is it anyway?"

"Several floors above us, Spider-woman and Mockingbird and hopefully Miles's friends should have already arrived there and begun their incursion. I was planning to meet up with them, and blow this place and find somewhere to lie low until this pissing contest finally ends" the metamorphic woman said with a hand on her hip

Peter nodded "Wow… that's a really good plan. Wish I thought of that. My plan was to somehow break out and then make it up as I go along and hope for the best!"

"Of course you would" Mystique said with a shake of her head while Miguel snorted

"That's one of your most famous quotes. 'I just make it as I go and hope for the best'" the man said with a chuckle before he picked up multiple people approaching with his enhanced hearing coming from the hallway that led to the communications room along with Peter and soon Miles and lastly Mystique

Peter glanced down the hallway before looking towards the group with a serious expression "Go…"

Mystique eyed him for a moment before she nodded and glanced towards the two very reluctant spider themed men "Come on, we still have to get the Morales and they're on the way to the extraction team"

Miles and Miguel nodded before the younger of the two threw his arms around Peter in a near bone crushing tight hug while Miguel fist bumped his bemused predecessor

"See ya around Spidey" Miguel joked

"Hope to see you soon boss" Miles said sadly as Peter rubbed his back

"You to kiddo, now get outta here before I change my mind and just bail with the rest of you" Peter joked the last part with a tired grin

Miles released Peter from his hug and followed after Mystique who was already beginning to leave. Peter saw this and quickly called out to her

"Raven…"

The blue skinned woman paused before glancing back at Peter with a curious expression "Yes?"

"Seriously… thank you. I know that things have been… tense between us lately with the whole me being a hero and you being, well you but incase things don't go quite the way I hope which they usually do… I just wanted to say thanks for everything you've done for me for most of my life. Good and bad" Peter said with a meaningful look on his face

Mystique stared at him for a moment before she gave him a small nod and gestured for his student and successor to follow her to Miles's parents and eventually their freedom… hopefully

Peter watched them go before turning down the hall and began to make his way to the communications hub before seeing multiple SHIELD agents decked out in full combat gear approaching him

Peter couldn't help but crack a smile at this as pooped his knuckles "Me, injured and not at my absolute peak at the moment and sort of fighting the urge to blackout from both pain and exhaustion against what looks like over two dozen men and women are heavily armed and decked out in the latest combat gear… should have brought the Howling Commandos… make this an even fight!"

He then leaped at the firing men with a determined expression on his face, one way or another he was going to find out who leaked his and Miles's identities

Even if he has to tear through half of SHIELD to do it

…

Steve almost let out a curse as he and his team consisting of Black Panther and Luke Cage were making slow progress through a heavily guarded hallway filled with numerous SHIELD agents

Luke grunted as a powerful energy beam fired from one of the agent's energy rifles slammed into his back "SHIELD's upgraded their tech recently"

"Are you surprised?" T'Challa asked as he knocked several men back before grabbing another and using him as a sort of blunt object and slammed him into another SHIELD agent before delivering a bone shattering heeled kick to what looked like these men's superior officer

"It's SHIELD, when's the last time they've ever used anything impressive?" Luke asked with a snort as he slammed his hands into the ground, creating a small tremor that unbalanced a host of agents and allowed Panther and Steve to quickly disarm and restrain them

"He does have a point" Steve said as he used his shield and bashed away a SHIELD agent before activating his shield's energy blade and slicing several of the agent's weapons in half before delivering a series of powerful kicks and punches to the men and women "Come on, the holding cells should be up ahead and hopefully the spiders as well"

"And perhaps Bucky Barnes?" Black Panther asked carefully as he sent a side glance towards the team's leader

Steve didn't answer right away as he blocked a few gunshots and an energy blast before throwing the shield at them and quickly covered the distance between him and the guards before quickly incapacitating them with several strikes to their nerves and joints before retrieving his suit

"If we have time, I'll see what I can do about freeing Barnes, but after what he tried to do with Spider-man… I'm not sure having them in close proximity will be a good idea" Steve said as the three approached the holding cells

"Agreed…" Luke stated before they entered the cells to see that there was no one there and it looked like a battle of some sort had already occurred

"It appears that the spiders have escaped" Black Panther said as he crouched down to examine some of the damage "Or another party has intervened and liberated them"

"Must have been some fight" Luke said as he examined a few large scorch marks on the walls and the numerous bullet casings on the ground

Steve examined the cells closely before turning to leave "Come on, we need to move before-"

He was interrupted by the sudden appearance of Songbird, Fixer, Mach-X, Atlas, and Moonstone by way of a bright blue light that caused the lights to flicker from the cosmic energy it gave off

"Alright, now we should be able to find-" Fixer began only to pause as he saw Steve Rogers, Black Panther and Luke Cage staring at them in surprise "Uhh…"

"Way to go Kobik" Moonstone muttered in annoyance before she suddenly sent a powerful Photon blast at Cage, nailing him in the face and sending the stunned man flying into the wall and into the next hallway

Meanwhile, Atlas increased his size and sent a punch towards Black Panther who easily leaped on top of the man's fist and quickly ran up his arm before delivering a double heeled kick to the man's face, causing him to yelp in surprise and take several steps back while Steve brought up his shield to block the energy blasts from Mach-X, Songbird and Fixer

"What are you all doing here?" Steve demanded as he leaped out of the way of Songbird's sonic blast

"Freeing Barnes, why you wanna help?" Fixer asked as he tried to locate the Winter Soldier by hacking into SHIELD's systems while his shoulder canons kept blasting at the first Avenger while Moonstone sent a powerful energy blast towards Black Panther who was about to attack Atlas's face with his hard light energy daggers and sent the King of Wakanda across the room before Atlas slammed his foot on the man, sending him into the level below that sounded like it was filled with SHIELD agents

"Your all alone Captain" Mach-X said as he and Songbird continued to blast at Steve who was being slowly pushed back by the two's combined attacks while Fixer was disabling a multitude of the Heli carrier's security functions and weapons, allowing the heroes outside to get a breather

Steve gritted his teeth in frustration as he found he was being surrounded by Songbird, he was wondering what the hell she was doing here, and Atlas who was about ready to slam him with his enlarged hand

Steve's eyes narrowed as he saw Atlas's fist closing in and waited until the last possible second before doing something none of them expected

He activated the energy blade on his shield and threw it right into Atlas's stunned face, nailing him in the eye!

"AAAGGHHHH!" Atlas howled in pain as the energy blade tore into his eye socket, causing him to stumble back in pained surprise

"Holy shit…" Mach-X gaped before he growled at Steve "Your gonna pay for the one Rogers"

He opened fire on the now shieldless Captain who through a combination of enhanced speed, reflexes and impressive acrobatics, dodged most of the bullets fired by the former criminal and quickly closed the distance between the two before sending a powerful jab into the man's armored throat, causing him to stumble back in surprise before Steve grabbed him and threw him in front of an energy blast fired from Moonstone

"AAAAHHHH!" Mach-X yelled as the armor plating on his back melted from the intensity of the blast

"Oops…" Moonstone said in surprise, she really never saw that coming, not by a longshot!

Fixer meanwhile was watching this all unfold with a shocked expression "What the hell… he's never been this brutal before…"

"Guess times have changed" Songbird growled as she built up a sonic scream an unleashed it on Rogers who was to slow to dodge it and was blasted into the wall with a yelp of pain before Songbird was on him and placed him in a headlock

Steve growled at the action before he grabbed her arms to keep her secured to him before slamming back into the wall, causing Songbird to grunt in pain before Steve threw his head back and nailed her in the face, breaking her nose with a combination of his suit's reinforced cowl, his low level superhuman like strength and having her head bounce off the metal wall and right into his approaching skull

Songbird let go of Steve in reflex before she was pulled into another headbutt followed by Steve's knee to her gut and was finished off by being lifted over the man's head and slammed into the ground with a heavy and painful thud. Steve stared at the woman for a brief moment in slight regret, before he looking towards Fixer only for the Thunderbolts's tech guy to punch Steve right in the face and cause him to stumble back slightly before a energy blast from Moonstone slammed into his chest and sent him through the hole in the wall made by Cage earlier in the fight

Songbird rushed over to help Mach-X back to his feet while Moonstone approached Fixer and Atlas who had just ripped Rogers's shield from his eye and shrunk back down to a smaller size while covering the bloodied wound with his hand to try and stem the bleeding a bit until it can get looked at "JESUS H CHRIST! WHAT THE FUCKIN HELL WAS THAT!?"

"I don't know, really I don't" Fixer said as he crouched next to the size shifting man's form and examined his wound with a grimace "Damn… I think you'll need a replacement or something for that…"

"Great!" Atlas gritted out in pain as blood fell from his eye

"Have you found Bucky?" Songbird asked as she and Mach-X approached the group

"Yeah, I found him" Fixer said as he brought up a holographic image of Maria's Heli-carrier and highlighted a small part that was close to the communications room "She's placed our favorite ex-Russian assassin in a specialized cell. The only way to open it is with a special key that she has"

"I'll get the key, the rest of you just get there and secure him for extraction" Songbird said as she turned to leave

"I'm coming with you" Mach-X said before he groaned in slight pain as his back flared up

"No you're not, you'll only slow me down. Help the Thunderbolts secure Bucky's cell and I'll be there in a few minutes and then we can blow this outhouse" Songbird said before she saw Black Panther re-emerge from the hole he created when Atlas slammed him through the floor "Go now!"

She unleashed a sonic scream towards the king of Wakanda as the rest of the Thunderbolts made for the communications room and Bucky's cell, Moonstone and Mach-X doing their best to support Atlas who was having trouble standing on account that Captain Freakin America just stabbed one of his eyes out while Fixer paused briefly to pick up something that he saw Rogers drop earlier before he was blasted through the wall by Songbird

' _Huh, this might come in handy… don't know what it is, but if Captain America had it, it has to be good for something'_ Fixer thought as he followed after his teammates while Songbird kept Black Panther distracted before pulling back and rushing towards the Heli-carrier's command deck

…

* * *

And done.

Next chapter, a exhausted and wounded Peter combs through SHIELD's database for who sent the info on him and Miles before he's forced to face down the equally battered forms of the Thunderbolts and the Winter Soldier!

Just six more chapters left in my version of Civil War II


	15. Chapter 15

Answers to reviewers' questions or statements:

 **Man285** : Maybe for the sequel I will, that's when she's going to pop up anyhow so maybe.

 **JJChandler** : The Jane Foster Thor, But Odinson will be in the sequel.

 **Devilboy101** : We'll find out who leaked Peter and Miles's identity at the end but there have been some hints as to who it may have been and by this point it should be obvious.

 **superspiderfan** : No, Sin won't take an interest in Spider-man, mainly because his personality is a turn off for her.

 **Kite** : No, Sin won't have an interest in Spider-man, at all. Might do it for the A spider-woman and her Spider-man story, make it so that it wasn't just Viper that had a dark lust for Peter.

 **CRUDEN** : Clone Legacy will be one of the story arcs for the longer sequel that'll pick up a not long after the events of this story and last up until the end of Secret Empire.

 **MCRasengan** : Yeah things are just not going his way it seems, he gets two possibly three beautiful women after him and in return the universe decides to send him up against an entire team of former supervillains, Parker Luck at it's finest!

 **Harbinger of Kaos:** Could happen, might not. Still too earlier to tell just what the hell happened to have caused that vision of Peter seemingly kill Rogers to come to fruition, that's what the sequel is for.

 **Rider Paladin** : You can if you want, gives you something to do while the next chapter of this is being made and so on for the others. Yeah Cap actually going for the kill or close to it is pretty scary, I mean the guy is one of the best fighters in Marvel and couple that with his superhuman abilities and you get a guy that if pushed too far can be pretty terrifying, he'd be like Deathstroke but in red, white and blue and has a shield. We'll find out who leaked Peter and Miles's identities to SHIELD when this is all over and it'll be a little surprising but not quite. The story will continue in a sequel that'll take place after the events of this one and lead up to Secret Empire and last until it's over.

 **Redrangerlegacy** : True, but then again it's not like anyone will believe the Thunderbolts if they said what Cap did to them. At this point in time, people still see and think of Rogers as one of the greatest heroes on earth and it's his word against there's.

 **keyblade master cole** : Maybe, since it seems that Miles will be the one to end up killing Rogers with how it seems to be going down, with some help from Black Widow, but at least they seem to have brought Bruce Banner Hulk back too.

 **Jestalnaker94000** : If I were Thanos, I'd be sticking around just to watch the heroes kick the crap out of each other.

 **Texaswookie** : Actually the Red Skull we have been seeing with Xavier's brain recently is a clone of the Red Skull that did order the deaths of Peters parents, assuming that's still a thing in the comics, but yeah he'll be surprised to see who it was that had Peter's parents killed.

 **Jason Hunter** : No, they won't find out Cap is HYDRA till the sequel. Yeah Carol will find out about the Guardians bailing to try and get Thanos before he's gone which he already is, next chapter. Yeah there will be some serious repercussions for both of them in the sequel, Carol wanted to be famous, well she's going to get it. The original Red Skull was, the one in the comics that Rogers killed before Secret Empire began and had Xavier's brain was a sort of clone of his.

 **texaswookie** : She wouldn't be hitting him directly, she'd be blasting at the ground, ceiling or walls to just keep him from getting close.

 **treyalexander63917** : No, mainly because the Civil War is about to wrap up.

Disclaimer: I don't own any Marvel characters seen, mentioned or used.

* * *

Peter had to hold in a groan of pain as he stood in a damaged hallway lined with the beaten forms of various SHIELD agents. He's spent the last ten or so minutes fighting through the horde of men and women towards the communications HUB where he can hopefully find a clue as to who snitched to Hill and Carol about his and Miles identities.

 _'Well Miles at least, I swear just about everyone seems to be knowing who I am under this mask half the time now a days. Sometimes it makes me wonder why I don't just ditch the mask with all the good it's doing in keeping my identity hidden'_ Peter thought as he spat out a glob of blood before he took a small step forward and hissed as pain raced up his leg from a gunshot he took to the thigh by one of the agents.

With his spider-sense, Peter's just about near untouchable unless you can find a way to counter it or outpace it or… fight him in a confined space where there's limited cover, he's surrounded on all sides and can just barely stand after spending the last day or so fighting HYDRA, crazed former sidekicks of Captain America, and the Guardians of the freakin Galaxy!

 _'Times like this… I really, really wish I still had the Uni-power… or the Phoenix Force… hell I'll take the powers I had from the Other if it means being in better shape at this point after all that!'_ Peter thought tiredly before he took a deep breath and continued towards the HUB, all the while trying to resist the urge to black out _'…Maybe I should have had someone come with me…'_

The Heli-Carrier suddenly shook again and Peter nearly fell face first into the ground, it was only thanks to him grabbing the wall and sticking to it that prevented it from happening.

"Aw jeez…" Peter groaned before he looked up at the ceiling "Hey there's a very badly wounded Spider in here, ease up will ya!"

His response was the carrier shaking again which in turn caused him to sigh.

"I hate my luck sometimes… I really do… except when it comes to women apparently, that part of my luck I don't really mind. Granted that will backfire even worse sometimes but lately it's been going strong"

He then pushed on towards the communications HUB with a pained groan, he really hoped that the worse as over and all he had to deal with would be a few more SHIELD agents before he can hopefully get what he wanted and bail out with the others before Carol comes back with her goons.

"Or the guys on Carol's side realize that I'm out and come and kick my red and blue bruised booty from here to Timbuktu" Peter said as he struggled to make his way towards the communications HUB.

Thankfully, he ran into no more SHIELD agents or any of Carol's group as he passed numerous hallways and went down a few levels.

 _'Weird, you'd think that Hill would have this place secured or something'_ Peter thought as he entered the hallway that the HUB was located on and noticed something odd about it…

It was filled with craters, dents, bullet and energy scorch marks and a few large gaping holes in the walls, ceiling and floor.

"The heck?" Peter said with a raised brow as he scanned the damage "Doubt Raven did this… no bodies…"

Before Peter could dwell on that thought any further, a door halfway between him and the entrance to the communications HUB opened and several figures walked out. Peter's eyes widened in surprise as his spider-sense began to go off as the group of people noticed him standing in the middle of the hallway.

It was the Thunderbolts… and Bucky Barnes.

Atlas was the first to speak "Who the hell are you?"

"Uh custodian?" Peter said with a nervous chuckle 'Remember Pete, they don't know who you are since you're not in-'

"Parker" Barnes said with narrowed eyes.

 _'…Well at least he didn't say Spider-man'_ Peter thought with a scowl of annoyance at the former HYDRA assassin turned Captain America turned Winter Soldier again "Barnes…"

"You know this guy?" Moonstone asked with a raised brow.

"Yes" Barnes said with a nod as he glanced behind Peter "Where's Spider-man?"

Peter's eyes narrowed at that "Oh he's around here somewhere, ready to kick your ass again too"

Barnes stared at Peter for several long moments before he shook his head "Look, Peter-"

"Dude, I swear to Thor, Odin, Zeus and every other God I've met over the years, if you try and rationalize killing Spider-man, any of them, I will straight up take that metal arm of yours and shove it so far down your throat, you'll be able to make Eagle Scouts knots with your intestines!" Peter said with narrowed eyes.

"Whoa, that's pretty dark for a guy that's supposed to be a nicer, cheaper version of Stark" Fixer said with a snort.

"Huh?" Atlas said.

"Peter Parker, that's him" Fixer nodded towards Peter "I mean it took me a second to recognize him since he's in that get up, but that's him alright"

"Oh…" Atlas said before something clicked in his mind and he turned back towards Peter "Hey you know Spider-man!"

"No I don't, what'cha talking about?" Peter said with obvious sarcasm as he mentally tried to think of a way to get around the Thunderbotls.

Peter was in no condition to take them in a fight, granted he'd prefer not to as it'd run the risk of exposing his secret identity but at this point in the game, would it even matter anymore?

 _'Probably not… and I don't see Strange being able to cast another 'Forget me' spell anytime soon'_ Peter thought with a dejected sigh.

"Tell me where Spider-man is Parker" Barnes said as he took a step forward.

Peter gazed into the cold eyes of the Winter Soldier before he smirked darkly at the man "Make me"

And with that, Barnes atatcked.

…

"KEEP YOUR HEADS DOWN!" Mystique yelled as she shot off several rounds from her magnum at several approaching SHIELD agents before she was forced back into cover that was being shared by Miguel, Miles and now Miles' freed parents.

Miguel frowned at Mystique as she began to reload her gun "You know Peter really doesn't like that, right?"

"You know I really can care less, right?" Mystique deadpanned as peered back down the hall before taking aim and firing off a single round towards one of the agents that had just drew a small grenade like device and watched with satisfaction as it erupted into an inferno of electrical energy.

Miles peeked around her and watched the scene with wide eyes "Whoa… how'd you know it was a taser grenade?"

"I didn't…" Mystique said with a shrug as she gestured for the rest to follow her "Come on, Spider-woman and Mockingbird's teams should just be right down-"

She was interrupted when a figure came crashing through the ceiling and into the ground with a heavy thud that caused the entire hall to shake. Miles got between whatever it was that crashed and his parents while Mystique and Miguel kept a careful eye on whatever it was that breached through the Heli-carrier.

The metamorph saw a figure rising through the dust and was just about to open fire when they spoke.

"GAH! I think I just broke… everything" a young voice whined before the owner stumbled out of the dust

"NOVA!" Miles said as he rushed to catch his friend "Dude, what happened?"

"Marvel happened…" Nova groaned as he tried to stay awake.

"Danvers?" Mystique asked with narrowed eyes.

"No, the other one. The black guy that could go toe to toe with Sentry" Nova wheezed before the voice of Blue Marvel spoke up.

"Sorry kid, but you really weren't leaving me a lot of choices on how to incapacitate you"

The assembled group turned to see the powerful hero slowly hover down through the hole he made when he blasted Nova into it just moments ago, his hands were glowing with cosmic energy as he stared down the group, Mystique in particular given she was a known Mutant terrorist and her less than stealer past with Carol.

"Mystique…"

"Adam" the blue skinned woman replied with a cool tone even though inside she was sweating, she did not expect this _'This is going to complicate things… where the hell are the others!?'_

"Wow, Blue Marvel" Miguel said as he cracked his neck "Not gonna lie, but it's sort of an honor to meet you. You're my fourth favorite hero from this era, plus your work kinda inspired me to be a scientist in my time"

"Fourth favorite hero?" Adam said with a quirked brow.

"Well… Spider-man's my favorite if me dressing up like him and calling myself him wasn't clue enough. The second and third is Wolverine and Hulk in that order"

"Why those two?" Miles asked as he glanced at the older spider.

"Because one can stab me to death and the other can smash me and everything within a hundred-mile radius with one hand if he gets pissed. Kinda have to place them pretty high if for nothing else to hopefully sooth their tempers"

"That sounds fair" Miles said with a nod that his parents also shared.

"Then why not make them both number one?" Nova groaned out as he felt his bearings beginning to return to him.

"Because if I do then I'd have to endure Pete's whining about how he should be my number one favorite hero given that I call myself Spider-man and everything" Miguel said with a shrug.

"Enough!" Blue Marvel said as he took a step forward, antimatter building in his hand as he glared at Mystique "Put the weapon down Raven, now!"

"Or what?" she asked as she casted a quick glance around her surroundings _'If 'he' doesn't get here in the next few seconds, we're fucked'_

Blue Marvel sighed as he took a step forward, his gaze on Miguel and Miles "Look, your not going to get off this carrier, let alone with this criminal. So just surrender and I'll talk to Carol about-"

Whatever Marvel was about to say was cut off as a golden figure suddenly crashed through the wall and slammed a fist filled with golden energy into a surprised Adam's face. Miguel, Miles and Sam were too stupefied at the sight of Blue Marvel being sent through several dozen walls and out into the open sky outside to notice Mystique had changed her appearance to that of a young woman with blonde hair.

Miguel blinked at who stood before them with wide eyes "No fucking way..."

"Dude!" Miles said as he pointed at the blonde haired man.

"...Who's that?" Sam asked dumbly as he pointed towards the man too.

'Mystique' smiled at the man as she took several steps forward "My golden hero!"

"Are they the people we're here to help?" The Sentry blinked at the sight of his wife standing there with two men dressed like Spider-man behind her along with what looked like a shorter version of Nova.

Sometimes Raven loved how easy it was to manipulate such powerful people.

"Yes dear, their exactly the people we're here to save!" she said with a smile towards the powerful man.

"Oh... cool" Sentry grinned before the Blue Marvel suddenly tacked him into the wall, sending both powerhouses tumbling into the lower levels of the flying carrier.

Miguel glanced down the hole before he turned to Mystique as she took her more iconic blue skin appearance "That was the Sentry"

"Yep" she said with a nod as she gestured the others to follow her.

"Where'd you even find the guy?" Miguel said with a frown "He's been missing ever since he was brought back to life by those Apocalypse Twins as one of their horsemen of death"

"I have my ways" Mystique said as she rounded a corner to see that it was empty ' _Plus it helps a few people owed me favors and were more then capable of locating him after Strange helped release him from their control'_

 _"_ Oh..." Miguel said before Miles spoke up.

"Uh, who's the Sentry again?" the young spider powered teen asked with confusion.

"A really powerful guy that could go toe to toe with the Hulk" Miguel answered, causing Miles and Sam's eyes to widen.

"Whoa..." Nova said with a low whistle.

"And your controlling him by pretending to be his wife or something?" Rio said with a frown.

"I'm... not entirely sure" Mystique said with a contemplative look on her face "He's smarter than he looks, could be he knows it's me and is just going along with it for the sake of it, or he's really that gullible... or both"

"Will he be okay, fighting Blue Marvel on his own?" Davis asked as he glanced back at the whole that the two powerful men made only a minute before.

"Don't know, don't care" Mystique said as she reloaded her pistols as they neared a stairwell "I just needed him to keep Danvers's big guns busy"

"How are we getting off here?" Miguel asked with a frown "I doubt SHIELD will just let us take one of their jets"

"I have a plan-" Mystique started before the door to the stairwell opened and she immediately aimed her pistols at it just as someone stepped through.

"Surprised to see you here, Mystique" Spider-woman said as she had her arm raised, a venom blast at the ready and aimed at the Mutant terrorist.

"I have my reasons Spider-woman, and no it's not just to screw with Danvers. That got old after a while" Mystique responded as she kept Jessica in her sights before Bobbi was behind her, her own pistol out and aimed at Mystique's head. She quickly adverted her second sidearm towards the blonde "Mockingbird"

"Mystique" she responded as she and Jessica stepped out of the doorway to give themselves more room.

Nova frowned at this "Hey, where's-"

"Sam, Miles!" Riri said as she appeared in the doorway, her armor damaged and covered in dents and scratches followed by an equally battered looking Cyclops and Kate bishop.

"Guys!" Sam and Miles said at the same time as they rushed to meet with their friends while Jessica, Rachel and Bobbi kept their respective weapons trained on one another.

Rio noticed this and cleared her throat "Um excuse me, but could we maybe save this for a later time, like after we get out of here?"

"We can, once they lower their weapons" Mystique said calmly, her fingers on the trigger.

"Your drew first" Bobbi scowled at the blue skinned woman "Also, we noticed Sentry on the way here, your doing too?"

"I needed the muscle and since Banner's dead and I couldn't find Marko, I settled for the next best thing" Mystique responded with narrowed eyes.

"Where's Spider-man?" Jessica said with narrowed eyes as she saw that Peter wasn't with them.

"He went to search through Hill's database to see if he could find the message that revealed Miles's identities to SHIELD" Miguel said as he stepped in between the three deadly women "Look, can we save the three-way cat fight for later? Sounds like things outside are starting to go more in Carol's favor than Starks, which means it's gonna get a whole lot worse for us"

The three held each other's gaze before Mystique and Bobbi both licked the safeties of their pistols on and lowered them while Jessica's Venom blast died down and she turned to Silk just as she appeared in the doorway "How's our way out Silk?"

"Not so good" she said with a shake of her head "Got like thirty guys coming up behind us, and I'm not so certain our Quinn Jet is even still there anymore"

"We'll need something a lot faster than a Quinn Jet to get out of here" Miguel said with a frown.

"Teleporter maybe?" Davis said as she looked at the heroes "I mean, SHIELD has one of those on this flying tub right?"

"Teleporters, in accordance to SHIELD directives thirty nine subsection 'C' are shut off in the event of an assault on any Heli-carrier that has one on it to minimize the risk of someone hacking it and transporting even more hostiles inside it" Bobbi said with a sigh "Hill won't have it switched back on unless the ship's about to go and she's using it to evacuate"

"Just her or as many people as she can?" Cyclops asked with a frown.

"Just her" Jessica and Bobbi said at the same time.

"Couldn't you people maybe hack it or something?" Rio asked nervously.

Bobbi,, Miguel, Rachel and Jessica all glanced at one another before they glanced at Riri who looked at them nervously "What?"

"Could you do it? Hack into the Teleporter and use it to get us out of here?" Jessica asked.

"Maybe, if I had the time. I mean from the sounds of it, SHIELD will have that thing pretty secured so anyone that does try that either won't pull it off or would have a hard time doing it" Riri said before they ship suddenly lurched to the right, causing everyone to almost fall "And I don't think we'll have the time for me to et pass their firewalls"

"Dammit" Bobbi said with a scowl.

"Maybe we could try-" Silk began before they all heard the nearby elevator door begin to open.

Miguel quickly stepped in front of Rio and Davis with Jessica beside with her Venom blasts at the ready while everyone else aimed their assorted weapons at the opening doors, waiting to see who would come out.

"Not the reception I was look'in for" Logan said as he stepped out of the elevator.

"Wolverine?" Miguel said with wide eyes.

"Oh man we're so dead" Miles said as he held his head in his hands "So very, very dead"

"Tell me about it" Cyclops said as he kept his eyes on the older X-man.

"Logan..." Mystique said as she lowered her pistols "Done reprimanding your child I take it"

Logan smirked at this "No, more of I for whatever reason left him on the Blackbird, unsecured, raced down here to stop you all from escaping only to be overwhelmed, knocked out and you all took the jet and got the hell out of here"

"Wait what?" Riri said with surprise.

"I'm confused" Silk said as she rubbed the back of her head "Aren't you on Carol's side or something?"

Logan shrugged at this "Am I ever really on anyone's side?"

"No... just your friend's" Jessica said with a small grin before she promptly blasted Logan in the face with a powerful Venom blast that sent him flying into the wall, shocking the others.

"Holy shit!" Kate said with eyes while Bobbi turned to Jessica with a quirked brow.

"Why did you just-"

"Have to make it look somewhat convincing" Jessica said with a sigh before she turned towards Miguel "You say he went to try and see if he could find any idea as to who sent the message to Hill and Carol about Miles, right?"

"Yeah" Miguel said with confusion.

Jessica nodded at this before she turned to Bobbi and Mystique "I trust you van get the others to the Blackbird?"

"Yes" Mystique said as she glanced back at Logan's unconscious form "I can even fly it"

"Good, get it ready to get the hell out of here the moment I get Peter back" Jessica said as she turned to leave before Bobbi grabbed her hand and placed a small device in it. Jessica glanced at it before she turned to Bobbi "What's-"

She was cut off by the blonde slamming her lips into her's, causing Rachel to roll her eyes and for Miles, Sam and Cyclops to stare with wide unblinking eyes.

"Boys..." Kate said with a shake of her head while Riri laughed.

After several seconds, Bobbi and Jessica separated, both breathless, and stated at one another with wide eyes.

"That was..." Jessica trailed off as she tried to think of a word to describe it.

"Amazing?" Bobbi said with a smirk before she nodded towards the device in Jessica's hand "It's something that Peter's been working on for a while now, just give it to him and he'll do the rest"

Jessica nodded as she placed the device in her belt and was about to leave before she leaned in towards Bobbi, her eyes still on Mystique as she spoke in a low whisper "If she tires anything..."

"She'll be getting a bullet to the head" Bobbi replied with a nod as she turned towards the woman as well "Trust me, I'm not letting her out of my sight for a second"

"I'll be quick" Jessica said as she turned towards the rest of the group "New plan, you guys head to the Blackbird and get it ready while I go get Peter. After that, we leave and head for Symkaria. Any objections?"

"Nope" Sam said with a shake of his head "Long as I'm home for dinner, my mom's cool with it... kinda"

"Same" Riri said with a nod.

"I thought we were going to Wakanda?" Silk said with confusion.

"They won't let him in if we did try to go there" Bobbi said as she nodded towards Cyclops "Thanks to his older self"

Silk blinked at this before it clicked "Ohhhh… wait I thought that was more Namor-"

"Let's get moving already" Mystique said as she made her way to the elevator "The Sentry wont be able to keep Marvel bust for long and it's only a matter of time until Carol realizes that Miles is free"

Bobbi nodded at this before she turned towards Jessica "Good luck"

"Thanks, and don't leave without us if you can help it" Jessica said before she turn and ran deeper into the Heli-carrier "Rather not have my baby grow up with me in a cell if I can help it"

…

Peter ducked under a punch from Barnes before he shot his hand up and slammed his palm into the assassin's face, breaking his nose and sending the man flying back and into Atlas before Peter was blasted in to the wall by a energy blast from Moonstone. The longtime Thunderbolts member smirked as she heard Peter yelp in pain and prepared to blast him again before her arm was pushed down by a annoyed Fixer.

"Hey ease up. Last thing we need is a dead billionaire on our heads!"

Moonstone scowled at this before she sighed "Fiiiine"

Peter let out a pained cough as he pushed himself back up, the SHIELD gear he was wearing smoking a little from the intensity of Moonstone's energy blast _'Ow... I forgot how painful getting shot by energy blasts could be when your not wearing a several million dollar suit...'_

Peter then noticed that Barnes was standing over him, a dark scowl on his face "I'm only going to ask you once Parker, where is the kid?"

Peter's eyes narrowed as he stared into the cold dark eyes of the former sidekick of Captain America before he shook his head "You know Barnes, I'm starting to wonder what Romanoff ever saw in you, cause I'm not seeing anything"

"...What?" Barnes said with a growl as Peter slowly stood up.

"You heard me, or was being the Red Room's little errand boy made it hard to hear. Would you prefer I speak Russian?" Peter asked as he stared down at the slightly shorter man.

Barnes stared at Peter for a moment before his metallic arm shot out, intending to ram it into Peter's face before it was caught, causing him and the various other members of the Thunderbolts to stare in shock as Peter casually held Bucky's arm and began to slowly push it down with no visible sign of effort.

"Hmm, would of thought you improved this thing by now" Peter said as he stared at Bucky's metallic arm "Add some Adamantium or something instead of keeping it the same titanium alloy mixed with steel"

Barnes gritted his teeth as he sent his other fist towards Peter before it was caught and the man used the assassin's momentum to flip the man over his shoulder and slam him into the ground with enough force to crack the surface before Peter seized Bucky's robotic arm with both of his hands and used all of his strength to bend the metal limb until he heard the metal buckle and groan before it began to break.

"Hey, get off of him you wannabe Stark!" Atlas shouted as he rushed towards Peter and raised an enlarged fist towards the man.

Peter's eyes narrowed as he ducked under the massive punch before he grabbed on to Atlas's wrist and swung himself up on to the arm and quickly sprinted up the limb and slammed his fist right into the man's face with as much force as he'd normally reserve for the likes of Rhino.

 **KRACKK!**

Atlas's head snapped to the left, his eyes wide in both pain and surprise as he stumbled into the wall and nearly broke though it as he cupped his chin while Peter landed in a roll, doing his best to ignore the pain his body was in.

 _'Man, after this I'm going to take a nice long vacation... preferably someplace warm and quiet'_ Peter thought as he dodged a energy blast from a enraged Moonstone ' _Maybe Tahiti, Bobbi did say she's always wanted to go there. Wouldn't mind seeing her in a bikini, or Jessica...'_

"Hold still so I can hit you!" Moonstone growled as she shot several more blasts at Peter who narrowly dodged each one as he closed the distance between him and her.

"Are you nuts?!" Peter shouted as he slid under another energy beam "I'm planning to go somewhere tropical where I can see Mockingbird and Spider-woman in bikinis', why the heck would I risk losing that opportunity?!"

Moonstone hissed as Peter suddenly reached her and grabbed both her wrists before he slammed his head into her's before she could attempt to phase through it, the force of the blow nearly knocking the former Dark Avenger out as Peter let her slump to the ground before he turned his eyes towards an approaching Mach-X.

"Hey, didn't the Invisible Woman pants you when you joined the Frightful Four a while back?" Peter asked with a snicker.

"Shut up!" the armored man snapped as the man took a swing at Peter before he ducked and kicked the armored man back a few feet.

"Oh man, I remember this one, Spidey mentioned it to me when he was talking about the lamest villains he's ever faced" Peter said with a laugh as Mach-X growled at Peter.

"I'm going to tear you apart punk!" Mach-X said as he armed up his armor's built in weapons, having the rubber bullets loaded so as to avoid any unnecessary causalities.

Peter snorted at this as he quickly sprinted towards the man in a blur almost, taking him by surprise before Peter sent a powerful jab into the man's midsection with enough force to dent the armor and knock the wind out of Mach-X.

"W-What... the f-fuck?" he groaned as he slumped to the ground cradling his midsection while Peter turned towards a shocked Fixer.

"And then, there was one..."

Fixer glared at Peter "How the heck are you taking us on your own and beating us?!"

Peter smirked "Dude, I'm a multibillionaire with access to advance technology, a superhuman body guard, and I'm a genius... you really think I didn't use those resources to upgrade myself a little here and there on the off chance that some superhuman comes looking for me and Spidey isn't in the general vicinity to save me?"

Fixer narrowed his eyes at Peter before he was knocked out with a solid punch to the face, nearly breaking his nose.

 _'Have to say, that has to be the most creative lie I've ever come up with to explain why I can do these kind of things..._ ' Peter thought with a tired laugh _'Plus, thanks to the likes of Stark and Osborn, people will buy it because they do something similar too!'_

"Okay, now I just have to-" Peter began before the entire ship suddenly veered to the left, causing him to slam into the wall in surprise "What the hell?!"

...

 **KWA-KOOOOM!**

Blue Marvel's head snapped to the side as the Sentry gave him a mountain shattering right hook that sent him flying into the main hanger bay of the Heli-carrier.

 _'Hn, forgot how hard he can hit'_ Adam thought as he cupped his jaw as he stood back up, anti-matter energy building around him.

"Have to say, never thought we'd be doing this again" the Sentry said as he hovered before Adam, his eyes glowing golden yellow as light energy built up around him "Always assumed that one fight between us was good enough"

"Well, you know what they say about assuming Robert" Adam said as his eyes began to glow "I don't want this fight"

"Neither do I but..." the Sentry trailed off before he narrowed his eyes at Adam "I'm not too fond of locking children up like animals"

"He's not-" Adam began before he was interrupted by an energy blast from the Sentry before he flew through it and rammed an antimatter fist right into the golden clad hero's face.

 **KWOOOOOM!**

...

"I swear..." Peter said with a shake of his head as got back on his feet and stared down at the beaten, battered forms of the Thunderbolts before he turned and made his way in to the main communications HUB and picked out a console to access. Peter held back a hiss of pain as he almost limped towards the still working device with obvious trouble.

"Crap… I think half my rib cage is still broken from that bomb Bucky set off earlier" Peter said to himself as he felt it hard to breath and his chest hurt like hell.

Peter did his best to ignore the pain as he began to hack into the database. It wasn't hard given that it looked like Maria Hill had yet to update SHIELD's firewalls, she was still using the security from when Steve Rogers led SHIELD.

Peter shook his head at this as he gained access to the database "If Hill spent more time and money on improving her security, then SHIELD wouldn't have as many leaks as it does. Man, old eye patch must be rolling in his grave at how far SHIELD's fallen"

Granted Fury is now some sort of one eyed Watcher to replace Uatu and not actually dead but that was beside the point.

"Now, let's see if I can find the message and see who sent it" Peter mumbled to himself as he searched through the various transmissions classified as tier one for any signs of the message that revealed Miles' identity to SHIELD.

Seconds turned to minutes as Peter combed through dozens of messages, most of which mattered little to Peter. He did however discover that SHIELD has planted a mole in Parker Industries in an attempt to help aquire his more advance technology that they could weaponize. Peter made sure to make a copy of that before continuing deeper into the database as the Helicarrier shook again from the battle outside.

"Come on where is it, where is it, where is it?" Peter said as he scanned through recent messages sent to Hill on any highly encrypted channels she had, even the ones that weren't documented and were reserved for more of her clandestine ops.

After several more minutes, Peter let out a frustrated sigh and was about to give up when he saw one particular message on one of old bands that HAMMER used to use back when Norman was in charge. Peter accessed it and was greeted to eleven simple words.

Miles Morales, Spider-man, is with his mentor, Peter Parker, Baxter Building.

Peter blinked at this "Wait, that's it? Just who Miles is and where he's at? No long paragraphs about how he believes in Carol and Hill's fucked up reasoning to arrest people before they commit any crime, if at all? Just this?"

Peter stared at the message with narrowed eyes, trying to see if there was more to it, maybe some sort of hidden meaning that would pop out before he let out a sigh of annoyance "Man, this doesn't even give me any hints on who sent it. Literally anyone could have sent it! Freakin Boomerang could have sent this for all I know!"

After several more moments of frustration, Peter took a deep breath and prepared to try and find out if he could trace the message back to whoever or whatever sent it before he heard the door open behind him and his spider-sense begin to tingle. He quickly turned to see Maria Hill herself standing in the doorway with her side arm aimed right at Peter's head.

"Hill" Peter said in a curt tone.

Hill smirked at this before she filliped the safety of her gun off "Spider-man"

Peter's eyes narrowed at this before he nodded towards the gun "You really think that'll stop me? I had more guns aimed at me on my first day as Spider-man then some cops do in their entire careers"

"Normally yes, but something tells me you aren't at your best" Hill said as she gestured to Peter's battered form "And you still haven't recovered from your first fight with Barnes"

"That's... possible" Peter grumbled as he stared at Maria with narrowed eyes and prepared to move as fast as he could when suddenly a figure appeared behind the current director of SHIELD and zapped her with a green glowing hand. Maria shouted in pain as thousands of bolts raced through her body before she collapsed in a moaning heap, her suit partially charred and smoking. Peter blinked at her before he turned to see who saved him and grinned widely at them.

"Hey Jess!" Peter said with a wave towards his female counterpart.

Jessica gave Peter a smile before she frowned at the state the man was in "Jesus..."

"I wish, I'd love to be able to walk on water for a change" Peter said with a tired laugh before he winced "Ow, ribs, why do you hurt so?"

"Did you find what you were looking for?" Jessica said as she made her way towards Peter.

"No..." Peter said with a shake of his head "The message didn't reveal jack on who sent it, and honestly I don't think we'll have the time to trace it back to it's source"

"Shit" Jessica said with a frown.

"Yeah..." Peter nodded in agreement before he suddenly began to black out, causing him to lean against the console or risking falling to the ground "Whoa..."

"Peter?" Jessica said in concern as she grabbed the man and helped him up.

"I'm fine... sorta" Peter groaned "Really wish I had Logan's healing or maybe Luke's nigh impenetrable skin sometimes"

"Well I can't give you that, but I have something that'll be just as good" Jessica said as she reached down to her belt and pulled out a small phone sized device with a Spider emblem on it.

"Ooh that'll work" Peter said as he took the device and ripped off the scorched Kevlar vest and placed it on his chest.

"What is it?" Jessica asked with curiosity as she saw Peter tap the spider symbol.

"You remember how Stark has some of those suits of his in a suitcase?" Peter asked as the device on his chest activated.

"Yeah?" Jessica said with a nod.

"This is like that, but better" Peter gloated as the spider symbol blinked red several times before it turned yellow and it back to break down and cover Peter's body like a liquid.

"Whoa" Jessica said with wide eyes as Peter's body was covered in the dark substance before it quickly began to harden and take on a more metallic like look while the lenses that formed on Peter's head and the spider on his chest and back activated and began to glow a bright yellow.

"Jessica, meet the Spider-armor Mk five!" Peter beamed as he stood before his friend in what looked like a far more advance version of his MK two spider-armor.

"Love the color" Jessica giggled.

"What can I say, I look good in black" Peter shrugged as he had his suit run a diagnostic to make sure it was ready to go.

"So I ran into Mystique on the way here. It seems she was helping Miguel, Miles and his parents escape" Jessica said as she folded her arms across her chest "Care to explain?"

"It's... a long story" Peter said with a sigh as he turned towards the frowning woman "I'll explain when we get out of here"

"You better" Jessica said.

"I will, I will... now then, lets get the hell out of here before Carol shows up and tries to lock me up" Peter said as he gestured for Jessica to follow him.

"Fine by me…"

…

And done

Next chapter, Peter and his team bail out as the fight begins to draw to a close.


End file.
